Marvel vs Capcom: Dawn of a New Day
by Metal Harbinger
Summary: Villains unite and it is up to the heroes of both worlds to stop them. This is basically my updated take on "Ultimate Marvel vs. Capcom 3" with added characters.
1. Union of Darkness

Marvel vs. Capcom: Dawn of a New Day  
>by Metal Harbinger<p>

Author's Note: This is going to be my first attempt at a "Marvel vs. Capcom" story and it is largely inspired by "Ultimate Marvel vs. Capcom 3." In fact, I consider this to be my take on how I (and I'm sure quite a few other people) would like Marvel vs. Capcom 4 to be if it is ever released, but obviously I am not calling it "Marvel vs. Capcom 4" because if it ever is released it would suddenly render this story moot, and I definitely don't want that.

My plan is to include all of the in-game characters (sans Galactus) along with plenty of new additions from each side. I got the inspiration for this after going on YouTube and viewing fan videos with listings of their most requested additions for downloadable content.

Doing an MvC fic has been on my personal "to do" list for quite some time so I'm hoping this works out well. I have other projects I am working on and others in mind as well, but I will try to do what I can for this story as well.

Until then read and review. Now on with the story!

Chapter 1: Union of Darkness

**Location Unknown**

"Lord Bison, there are some individuals here who wish to speak with you," a gnarled old researcher screeched to his employer, a muscular dark-haired man clad in a bright red military uniform with silver shoulder pads, currently covered by a dark cloak, and a matching red cap with a winged skull insignia identical to the one painted on the wall behind him.

"Impossible! How have outsiders managed to locate this base?" the man called Bison shot back in disbelief, his empty white eyes glowing an ethereal shade of purple as he looked down to the two generals flanking his throne, one a beefy African-American male wearing boxing gloves and the other an effeminate masked man wearing a three-pronged claw on his left hand.

The elderly man trembled and clasped his bony hands together as he struggled to compose himself, "Th-They said th-they m-might be able to h-h-help you!"

"Really?" the Shadaloo overlord asked placing a glowing hand to his cleft chin, "Well whoever these 'individuals' are they are either very powerful or very stupid to encroach upon my sanctuary. This could be interesting after all. Very well, send them in Dr. Senoh," he ordered motioning for his generals to be ready in case their visitors should try anything foolish. Aware of a possible intrusion several teenaged girls stepped into view at several strategic positions around the throne room, all of them clad in matching black bodysuits and service caps.

"Yes my lord!" Dr. Senoh called back hurriedly making his exit.

_"This had better be worth my time," _the mad dictator thought to himself. He was fresh off another crushing defeat at the hands of those meddlesome Street Fighters. Because of their interference he had lost a weapons manufacturing facility in the Caribbean, not to mention an entire fleet of his submarines were destroyed and one of his top manufacturers apprehended. Needless to say his patience was at an all-time low.

A procession of colorful characters, both human and non-human in appearance, marched into the throne room and took their place before the tyrant and without a word he carefully eyed each and every one of them up.

The first individual was a blond-haired man clad entirely in black and wearing mirrored shades that were totally out of place in the dimly-lit throne room. He was followed closely by a shrouded figure of an indeterminate gender, their face obscured by a strange bird-like mask. Whoever this person was they stuck to the nameless man like glue, a bodyguard perhaps.

Next to the duo was a man who stood nearly seven feet tall with short blond hair and clad in a white custom-tailored suit which hugged a beefy form underneath. He too had been wearing a pair of shades, which he removed to reveal a pair of cold blue eyes underneath.

The fourth man was a tall muscular individual with spiked up brown hair, unnaturally pale skin and glowing red eyes who wore the garments of a 15th century nobleman complete with a cape similar to the dictator's. He was seconded by a hideous red-skinned gargoyle with iron bands on its wrists and ankles.

Lastly was a short impish man dressed like a scientist with a bushy mustache that matched the same shade as what little gray hair remained on his head, a rather comical-looking fellow that made Bison want to scratch his head in confusion as to why he were here.

Standing behind the scientist was what appeared to be either a robot or a man in futuristic lavender armor and a matching helmet with a T-shaped visor. A large cannon was attached to the being's right shoulder, making Balrog wince the aforementioned firearm was pointed in his direction.

Whoever these people were, they carried themselves with great confidence and he could sense the powerful auras which they emitted (there was even something extraordinary about the small researcher who could have passed as Dr. Senoh's distant relative). For now he would hear them out and dispose of them if he felt they weren't worth his time.

"Lord Bison, I assume?" the black-clad man asked.

"I am," the dictator nodded, "May I please ask who you are and why have you come to me? It had better be worth my time if you wish to intrude upon my affairs."

"Albert Wesker," the man introduced himself before looking to the others, "We have a strong proposal and you have our assurance it will very much be worth your time," he spoke with a sly grin.

"Very well, I am listening," Bison said reclining in his throne.

"We understand you are a man of plentiful resources," the white-suited man spoke before motioning towards his companions, "as are we."

"And who might you be?" the Shadaloo leader said narrowing his eyes towards the man.

"I am Urien, President of the Illuminati," the towering man spoke, "I would be Emperor if it weren't for my accursed brother," he spat the last sentence with fervent venom.

"Ah yes, the Illuminati," Bison chuckled, "I am aware of your existence, although I'd assume this 'Emperor' which you speak of would have come to me himself."

"I have nothing to do with my idealistic brother or his plans for the world's salvation, I simply wish to conquer it," Urien growled, prompting the nobleman to step forth and place a glowing hand to the man's chest to silence him.

"Demitri Maximoff at your service," the man spoke in a thick Romanian accent, delivering a polite bow, "My newfound associate Firebrand and I come to you from Makai, understanding that you possess great power, as do we," he finished, his body emitting an ethereal glow as the gargoyle cackled menacingly behind him.

"Plus a great intelligence that rivals even that of my own," the scientist squawked in a high-pitched tone carrying a European accent which he could not pinpoint, his voice sounding like nails on a chalkboard.

"Much like you, we are also men with enemies that have long been thorns in our sides," Wesker added, "Unfortunately for us; they are slimy cretins that have somehow managed to elude our grasps and we've decided enough is enough."

"Lord Bison, it is our suggestion that we pool our collective resources together and form an alliance," Urien declared.

"An alliance you say?" Bison asked cocking an eyebrow, "Hmmm, come to think of it you do make a valid point. For far too long, those foolish Street Fighters have meddled in my affairs. Perhaps one of you may possess the means for eliminating their nuisance."

"Whatever this alliance of yours is, I want in on it," a youthful, yet sinister voice called out from the shadows, causing the Dolls to dart their eyes around searching for the source, only to find a white-haired man in a blue trench coat with a sword strapped to his side seemingly emerge out of thin air, shocking even the visitors.

"Call me Vergil," the man introduced himself, "I crave great power and although I typically prefer to work alone, for once I may make an exception, especially if it means I can eliminate my foolish brother."

"Very well, that settles it," the dictator said teleporting from his throne over to the octet, "Let us come together to form a mighty alliance, one unlike our enemies have ever seen," he proclaimed.

"Yes! Yes! Yes!" the short scientist called out excitedly.

"And who might you be?" Bison asked looking down upon him.

The researcher scowled, offended by the lack of recognition. "I am Dr. Wily, the foremost authority on robotics and electronics! I could help you build an army of powerful robots…as long as you provide me with the necessary resources to get the job done!"

"Consider it done," Bison replied, just as the room began to shake violently.

"What gives?" Urien cried out as monitors began flickering on and off, debris falling from the ceiling (a large piece of which knocked Balrog unconscious), and unnatural lights flashed throughout the massive throne room. From out of nowhere his suit was torn away from his body by unseen forces, leaving him clad in nothing but a white loincloth as his skin turned to bronze and his blond hair to metallic white.

"Some kind of sorcery I am not aware of?" Vergil asked withdrawing his sword as Wesker drew a handgun and his bodyguard threw off their cloak, revealing herself as an attractive blonde-haired woman in a skintight purple and black combat outfit wielding dual submachine guns.

A blue orb materialized from out of nowhere much to the astonishment of all, yet the wonder quickly vanished as the ball of light began growing in diameter and lowering towards the group, prompting them to back up with whatever weapons they had drawn.

"Lord Bison, do something!" Vega called out, his porcelain mask concealing the look of terror crossing his features. The Spaniard was silenced by a glowing hand as Bison stared intently at the lowering sphere, intrigued by the phenomena while simultaneously readying himself for battle.

There was a single crackle of electricity that would soon multiply and once again cause any electronic devices in the throne room to go haywire as three black misshapen blurs materialized within the blue void, moving closer until they began taking on clear human characteristics.

A loud electrical hiss sounded as the first figure stepped through the portal and everybody aside from Bison stepped back as they were approached by a gray-skinned giant wearing cerulean armor with strange blue markings on his head.

Following the brute were two more individuals, the first being a man clad in metal armor from head to toe with a green cloak, and the second what could only be described as gigantic head housed within a floating chair with robotic arms and legs.

"It appears your teleportation device has worked after all Doom," the giant spoke in a deep commanding voice as he turned his attention to the gathered villains.

"And just who might you be?" Bison asked the mysterious new arrival.

The giant did not reply immediately, looking back and forth between his two associates, "It seems we have indeed accomplished our goal of reaching another reality. They would tremble before the might of Apocalypse if we had remained on a world where we are still known."

"Do not forget it was my invention which brought us here," the armored warrior replied before looking around the throne room, "Are we in this world's version of Latveria?"

"Lat-what?" Urien inquired.

"I see," the masked man replied, "Indeed we have," he spoke to Apocalypse as their associate M.O.D.O.K. pointed his built-in guns at the other robotic warrior in the room, who in turn readied the laser cannon mounted to his shoulder, "M.O.D.O.K. stand down at once!"

"He dared to challenge me," the floating head replied with a maniacal cackle, "No one challenges me and lives! Hee hee hee hee hee!"

"Forgive our intrusion, I am the one called Apocalypse," the giant said introducing himself, "and with me are Victor von Doom, ruler of Latveria, and M.O.D.O.K. of Advanced Idea Mechanics," the mention of the alternate universe terrorist group's name drawing looks of confusion.

"I see there is much we have yet to explain to these…fellows," M.O.D.O.K. said looking the others up and down.

"Another world? Fascinating!" Wesker said looking to his bodyguard Jill Valentine, who only stared blankly towards the three new visitors.

"Yes, plenty of new territory to conquer," Demitri spoke, a wicked grin exposing his fangs for all to see.

"And likely more after that," Urien added almost drooling in anticipation, "Plenty of new untapped resources to help me bring down my brother once and for all."

"And new lands to rule over as a king," Bison grinned evilly.

"Better than kings…Gods," Wesker added.

"Yes, the possibilities could be endless…" Bison said looking to Apocalypse, who nodded sinisterly in return.

"There is much planning to be done," Apocalypse replied, "Many still stand in our way and they must be dealt with immediately."

"Then let us be gone," Dr. Doom said activating the teleportation device and within a flash of blue light, all occupants of the room were gone, leaving a stirring Balrog all alone.

"Ugh…ow my freakin' head…" the boxer grumbled as he pushed himself to his knees and clutched his throbbing cranium with his gloved hands.

"What just happened here boss?" he asked the imaginary stars finally disappeared and he looked around, "Uh…Boss?"

The former world heavyweight champion slowly rose to his feet to find everybody else had vanished, leaving him all alone.

"Ah damn it! Where the hell did everybody go?" he groaned before his confusion turned to full blown panic, "Oh crap! I'm still gonna get paid ain't I?"

XXXXXXXXXXXXXX

Author's Note: And so ends the first installment of "Dawn of a New Day!" I know this might seem brief, especially for me as I typically like to crank out the really epic chapters, but this is basically my way of introducing a majority of the main villains. There might be some diehard comic aficionados who might be looking to call me out over possible 'out of character' behavior being carried out by some of their all-time favorite villains, but then again this is a fic based around Marvel vs. Capcom, where you're likely to see a slew of villains coming together that would probably more than likely try killing one another before they would form an alliance, but hey this is supposed to be a fun fic anyway.

As for the new villains introduced in this chapter, it was beyond me why Bison was never featured in either installment of "Marvel vs. Capcom 3" due to the fact that he is one of the all-time renowned villains of the Street Fighter universe and personally I could have seen him trying to hook up with Dr. Doom before Wesker would, I'm not knocking Wesker when I say that as I too think he's good at being a manipulative son of a bitch and do think he could definitely be a believable main antagonist for the Capcom side when placed alongside some of the other villains who were featured. I can definitely see him fighting as he did in "Super Street Fighter 4."

I always thought Demitri was a cool-looking villain and always wondered why he was overlooked compared to some of the other Capcom villains, so I'm attempting to right a wrong by including him. Personally I think he would fight the exact same way he did in "Darkstalkers 3" if this were to be an actual video game.

Urien I wanted to include so that Street Fighter 3 would have some form of representation in the story. I think "Tatsunoko vs. Capcom" did the right thing in incorporating (at the time) a representative from each SF installment in the form of Ryu (SF1), Chun-Li (SF2) and Alex (SF3) and it seriously shocked me when they didn't include one in MvC3, so again I'm attempting to right another wrong.

Vega I wanted to have on hand to provide a not-so-typical-looking psychotic character to have onboard and thought he could really go toe to toe with some of the Marvel superheroes given his amazing speed and claw.

Apocalypse I wanted to include so that the heroes would have a mega-sized boss to combat at the end of the game. Even though he's not as big as Galactus, he would still do a damn good job of irking the hell out of me when I had to fight against him in "X-Men vs. Street Fighter" and "Marvel Super Heroes vs. Street Fighter."

And now onto the Mega Man characters, Vile I decided to add because I always thought he looked cool. I've honestly never played any of the "Mega Man X" games where he was present, so I might have to browse YouTube for inspiration regarding him, unless there is a kind soul who can tell me what some of his special powers are.

Lastly, Dr. Wily has always been the original Mega Man's primary antagonist so I figured he would make a cool addition too. Personally I could see him fighting in some kind of battle mech suit where he incorporates the powers of his creations, such as Gyro Man's spinning rotor, Guts Man's superhuman strength, Cut Man's blades, Elec Man's electricity and so forth! He would definitely be a fun character to play if I had my way.

Sorry to piss off any Balrog fans, but this will probably mark his only appearance in the story. I plan on having a few characters make cameos in this story, as they would make a minor cameo in a fighter's ending. Yes, I am treating this story as if it were an actual video game.

Well that does it for the first installment so as always read and review!

This is Metal Harbinger saying SPREAD THE SICKNESS, ONE MIND AT A TIME! \m/


	2. Out of the Blue

Author's Note: I forgot to mention in the last chapter that I DO NOT own any of the characters presented in this story for they are the sole property of Marvel and Capcom. I figured I'd better get the obligatory legal disclaimer out of the way so that neither party comes knocking on my front door to issue a lawsuit. This is purely for fun in case anybody from either company reads these things!

Now on with the story!

Chapter 2: Out of the Blue

**Somewhere in the mountains of Hokkaido, Japan**

It was a quiet peaceful day deep within the forest, deep within a world seemingly trapped in time.

The entire area itself was a scene of splendid rustic beauty that looked like it belonged in a painting. In the bright blue skies above the sun shone bright over an endless valley of impressive oak trees covered in a shade of green that put even the South American rainforests to shame. Several streams flowed freely through the vast forest, providing fresh water for hundreds of different animal species residing within. Numerous open hills and ancient rock formations also dotted the landscape, adding variety to the endless green and blue.

A great tranquility resided within the forest away from the noise pollution and other environmental scourges of the modern world outside. The only sounds heard here were the blowing of the gentle breezes, the trickling of the streams and the roar of a mighty waterfall in the distance, along with the barks and calls of numerous species of wildlife dotting the forest floor and the chirping of the birds from the trees, their melodic songs adding to the fairytale ambiance of an environment left untouched by technology.

Not a single human being could be found in sight on a normal day in these woods. This land was owned by the animals who resided within; people were viewed as uninvited guests. A person always stood out even amongst the mass of large trees and bushes.

Today would be one of those days.

_"Just the way I like it," _Ryu thought to himself as he sat cross-legged, meditating within the shadow of a mighty oak tree, thin shafts of bright sunlight peeking through the canopy above. The contrast of light and darkness created a unique aura that seemed to feed his power.

A gentle breeze blew against his face, ruffling his short black hair and making his bright red headband flutter as the serenade of birdsongs drifted him into a concentrated mindset. The tranquility within allowed him to build his chi, his muscles relaxing as he felt the inner fire.

_"I have to focus and feel it escape me," _he told himself, recalling the very words Master Gouken had spoken to him many years ago as his breathing slowed and he began playing mental images within his mind of the maneuver he was about to perform.

Blue bolts of electricity began to crackle around the warrior and the once gentle breeze began picking up speed, ruffing his hair and gi even harder to where his trademark headband looked like it was ready to fly off.

_"This is it," _he told himself as a near windstorm enveloped him and the bolts now turned into flames as he began waving his hands in a circular motion. The buildup was reaching its climax and he would soon need to release the energy as the breeze morphed into a violent tearing wave, blowing leaves, twigs and stones in all directions like a passing tempest.

Within seconds he was rising to his feet and burying his foot into the ground behind him, focusing the flames into a small orb. The burning cerulean orb continued growing until it reached the size of a basketball.

_"Now!"_

Ryu thrust his palms outward.

"HADOKEN!"

A bright blue fireball shot from the warrior's cupped hands at a lightning-quick speed, connecting with a dead oak tree with the force of a wrecking ball and reducing it into a million tiny splinters. The loud explosion from the blast echoed throughout the countryside, shattering the peaceful tranquility and sending animals scattering everywhere.

The vagabond exhaled deeply as he stared at the smoking stump left behind and then looked down to his gloved hands.

_"It has been far too long since I have enjoyed a worthy challenge," _he thought as he stared off to the mountains in the distance.

His mind was plagued by some of the most important battles of his life: when he felled Sagat to claim the title of champion, his first encounter with Akuma, his numerous battles with Bison, his first meeting with Gouken in years, which resulted in the Satsui no Hadou finally being exorcised from his body, even his sparring matches with Ken.

_"I have fought some of the most powerful warriors in existence, yet I feel like I've only managed to scratch the tip of the iceberg," _he thought closing his eyes as his fists clenched. _"There has to be something out there…a new challenge awaiting me…but where?" _he asked himself opening his eyes and looking towards his white travel bag, his only 'companion' that had seen the world alongside him.

The metallic _'shink'_ of a sword being unsheathed snapped the martial artist out of his reverie and he whirled around with his fists raised ready for a confrontation.

"Who's there? Show yourself!" he demanded.

Out of the bushes emerged a slightly older man clad in red and black armor that appeared to be straight out of the Samurai era, causing the vagabond to cock an eyebrow, considered an odd occurrence for a man who had already crossed paths with green-skinned man beasts from the jungle and levitating mystics from India.

The man was visibly exhausted and in his hands he held a katana covered in fresh blood, which he raised above his head.

"Genma!" he cried leaping forth, only to halt himself when he found he was within the presence of another human being, but it was too late as Ryu had already caught him with a backward thrust kick and sent him flying backwards into a massive tree trunk.

"Stand down at once! I mean you no harm!" the man pleaded raising his now empty hand as fresh waves of pain shot through his back.

Whoever this mysterious man was, he didn't appear to be interested in fighting. Ryu remained suspicious of the sudden change in the man's demeanor and remained in his fighting stance in case the people he had been fighting weren't far behind. Still, he felt he should hear the man out knowing there was no honor in attacking a helpless man.

"Kaede!" the man called out darting his eyes back and forth, "Where is she?"

"Who?" Ryu asked only to be cut off as the man rose to his feet looking around in confusion.

"Where am I?" he demanded, "I was fighting the Genma and then I recall being knocked to the ground…and now I'm in a forest?"

"Relax, you are someplace safe," Ryu said lowering his fists and cautiously approaching the disoriented man, "My name is Ryu. Who are you?"

"Samanosuke," the man replied backing away to retrieve his sword and using a cloth to wipe the blood away before returning it to its scabbard.

Ryu could have sworn he heard that name from somewhere, but for now he would focus on helping the man in any way he could.

"It is a pleasure to meet you. You appear to be tired and I'm sure you are hungry too. My master's dojo is not far away from here. Come with me," Ryu said making his way over to his travel bag.

Samanosuke nodded warily as he followed after the white-clad warrior, "You must get me back to my friends at once. They are in grave danger-"

The roar of thunder sounded overhead and before the samurai could continue a bolt of lightning shot down to the earth and within a flash the man had vanished.

"What on…" Ryu muttered rubbing his eyes to make sure he wasn't hallucinating and looked towards the smoking crater where the man had stood.

There was another sudden flash and with it the Ansatsuken warrior would disappear as well.

Unknown to both men there was another figure present in the forest, one with a deep seated interest in Ryu.

The mysterious man was a little under six feet tall with fiery red hair worn in a ponytail atop his head and had bronze skin that made him look as if he had been burnt. He was dressed in a pitch black karate gi and had brown prayer beads around his neck, a frayed rope tied around his waist where a belt should have been and worn sandals upon his callused feet. His face was almost demonic with his bushy black eyebrows slanting downward, a flat noise emitting an eerie smoke and fang-like teeth giving off a shark's grin.

_"What a shame," _Akuma thought to himself, his demonic blood red eyes glowing, _"I was hoping for a worthy challenge and then put the pitiful whelp down for good."_

No longer was it fun to keep the younger man around, largely in part due to his refusal to tap into the 'Satsui no Hadou,' which Akuma thought would prevent him from tapping into his true potential. The knowledge made him burn with an even greater hatred for his older brother for holding him back.

Feeling the malicious energy gathering into his fist, with a mighty 'oomph' Akuma punched the ground, resulting in a massive explosion.

When the smoke cleared there was nothing but scorched earth and the splintered carcasses of once beautiful trees as Akuma's sadistic laughter echoed throughout the mountains, his body surrounded by a flaming aura and a mysterious symbol burning brightly on his back, the kanji of 'Heaven.'

"I will find you boy! You can't run forever!" The Supreme Master of the Fist declared.

XXXXXXXXXXXXXXXXX

**Somewhere deep within the Canadian wilderness**

Wolverine grunted loudly as he hit the ground with a sickening thud, blood pouring through fresh rends in his yellow and black spandex uniform.

"Damn it…" the mutant grunted rolling onto his side and spitting out more blood.

"You've gotten soft Logan!" a gruff voice called out from above.

Blinking his eyes rapidly to ward off the red spots clouding his vision he eventually focused on a figure standing above the rocky ledge he had just been sent rolling down, a tall blond-haired man in a yellow and brown bodysuit with bushy sideburns, elongated canines and claws at the tips of his fingers and toes. It was none other than his arch nemesis Sabretooth.

"Where is that crazy bastard from the old days?" the feral giant called out, "Running around with Charlie's boys has tamed you!" he shouted before leaping high into the air and coming down with his talons extended.

Before his talons could slice into his adversary's flesh, the smaller man gracefully rolled backwards and the savage's feet impacted with the earth.

"You've always been one to jump to conclusions Creed," Wolverine spat as his wounds miraculously healed themselves, "Now shut up and die…BERSERKER BARRAGE!" he called out slashing away furiously with his adamantium claws and netting several punishing blows to the larger man. With his opponent wide open he then drove both claws into the man's chest.

"I've been waiting a long time for this you bastard!" Wolverine growled staring hatefully into his enemy's amber-colored eyes, trying to push the man down to his knees, "Now you pay for what you did to Silverfox!"

With a lion-like roar Sabretooth managed to shove his smaller opponent backward and head butt him right between the eyes, pinning him to the ground and beginning to slice away at his chest and face with a savage ferocity that had made him one of the X-Men's most feared opponents.

"Not…like this!" Wolverine called out as he was being sliced up like he was being shoved through a blender, summoning his strength to flip the big man off of him and kipping back to his feet, fresh torrents of crimson cascading down his bared chest.

With a savage roar of his own, the veteran X-Man went airborne and slashed the menace across his face, temporarily stunning him and leaving him swiping away at the air before him as fresh blood obscured his sight. Jamming his claw into the dirt Wolverine followed with an upward spring kick, launching the big man several feet off the ground before executing another special attack.

"TORNADO CLAW," he announced charging towards Sabretooth and propelling himself upward with one of his claws extended, leaving a deep gash in the man's chest.

"Who's the soft one now, bub?" Wolverine taunted before delivering a flying kick that caught his long-time enemy in the chin and sent him stumbling backward onto a rickety wooden bridge over a raging stream.

Out of desperation Sabretooth shot himself forward and impaled his claw right into Wolverine's stomach, hoisting the smaller man above his head and tossing him onto the ancient bridge, which rattled violently beneath his weight.

"Only one of us walks away at the end day old friend," the giant mockingly called out raising his clawed hand and licking away some of his opponent's blood, "A shame you wasted the rest of your life trying to play the Boy Scout."

Wolverine grunted as he looked down to his bloodied hands and the large globules dripping from his claws, a mixture of Creed's and his own blood. The ravenous beast had done a number with that last attack and the fresh wound in his stomach was taking longer than normal to heal. He had to think fast.

"You're right, only one of us is walking away today!" the diminutive brute growled shooting his clawed hands out and slicing through the wooden supports at his sides, causing the weathered bridge to shake violently. Bringing his claws up he cut through the hand railings and rest of the chipped wood fell away, causing his opponent to wobble on one foot with nothing there to grab onto.

With a loud snap the bridge finally gave way and collapsed into the water below, forcing both men to dig their claws into the section the currently stood on to keep themselves from being swept away as the rapids washed over them, both men gagging violently as they spat the water out.

Not giving his opponent a chance to collect his bearings, Wolverine went for another special attack.

"DRILL CLAW," he shouted while launching himself towards the bigger man like a torpedo, returning the favor as his claws plowed through Sabretooth's gut and left him vomiting a torrent of blood.

"There's more where that came from!" Wolverine grunted twisting the claws, yet his opponent wouldn't give him the satisfaction of hearing any cries of pain.

"Looks like I won't be going down alone," Sabretooth smiled through bloody teeth.

Turning his head to the right Wolverine's eyes widened as he saw the stream was coming to an end at a waterfall and they were being drawn in at a breakneck pace.

Waiting until they were nearing the ledge Wolverine kicked off of his opponent and flipped himself backwards, digging his claws into the nearby rock wall as the splintered remnants plunged down the waterfall taking his nemesis along with.

"See you in Hell!" Wolverine called out.

With his hated adversary finished off now he could focus on getting out of there. Grunting in exertion he dug his other claw into the cliff side and began to pull himself up, stepping on jutted rocks as he continued his ascension. It would take several minutes before he would finally stab his claws into the tall grass and he climbed over the edge and onto solid ground, rolling over onto his back and finally able to relax, exhausted from a battle that had carried on for well over four hours.

Unfortunately for Logan, the sense of security would not last.

He knew how Victor Creed was and given his powers he would probably come back one day or another. Knowing him, he would most likely hide in the shadows and lick his wounds for now, waiting for an opportune time to strike. He could only continue to train his body in preparation for their next confrontation.

A low rumble of thunder interrupted the mutant's thoughts and he shot his eyes open, "What…the…"

All he saw was a flash of light and then nothing more.

Victor Creed, the madman known to his foes as Sabretooth, gagged violently as he washed up along a nearby shore, digging his claws into the soggy sand to pull himself out.

"Damn that little runt!" he spat as his wounds closed up, "I'm gonna get you one of these days…better enjoy your time while it lasts."

"Hey, look over there! I see somebody!" he heard a voice call out and looked up to see a group of hunters approaching, five of them to be exact. The group's apparent leader motioned for them to halt, his eyes widening as the beast rose to his full height.

"What the hell is he?" one of the men gasped holding onto his rifle for dear life.

"Sh-Sh-Shoot him!" the leader cried out raising his rifle with jittery hands.

_"Guess these chumps will have to do for now,"_ Sabretooth thought to himself licking his lips as he charged towards the group on all fours, setting his sights on the leader.

With a lion-like roar the savage mutant leapt into the air with his claws raised, ready to slice the hapless hunter into ribbons…

…and then in a flash of lightning he was gone, leaving the bewildered hunters to wonder what the hell just happened.

XXXXXXXXXXXXXXXXX

**New Orleans, Louisiana**

With a loud _clack_ the 8 ball was sunk into the corner pocket.

"Heh, looks like I win this one," spoke the victor, a young-looking man with snow white hair and wearing a red trench coat with no shirt underneath.

"I thought a true gentleman always let the lady win," scoffed the woman across from him, her green hair falling to her lower back, wearing a white button up dress shirt that had a few buttons undone to expose her ample cleavage, red leather pants and black high-heeled boots.

"Who says I only wanted to play one game?" Dante winked before taking a sip of his beer.

The devil hunter had decided to enjoy a night on the town, far away from the long hours, far away from the demons and far away from Trish's pestering.

He happened across the 'Seduction' jazz club, where the atmosphere had been lively all night long. People were eating and drinking, socializing and joking around, playing pool or darts, or dancing to the in-house jazz band.

Out of all the faces, she stood out the most, the very woman he was playing pool with at the moment. There was a seductive allure to her that had him going up and buying her a drink the second he saw her.

She had introduced herself as Morrigan and said that she was a tourist from Scotland who wanted to experience what the famous New Orleans was all about.

"That's not a very common name," he had remarked.

"I'm not a very common kind of woman," the green-haired woman seductively cooed as she sipped her red wine.

What had started as some back and forth conversation at the bar (in heavily coded language by Dante so that he would not end up giving out his true occupation and risk scaring yet another lady away) soon turned into a game of pool, one which had left many males (and some of the ladies) ogling the foreign vixen's curvaceous figure as she bent down to shoot, but they would quickly back away as they saw the white-haired man's intense gaze, his way of silently saying "Back off, this is my catch!"

"So what do you do for a living?" Dante asked as he placed some quarters in the table's slots, "I mean, you don't have to answer if you think I'm sounding more like a reporter than a random stud who just bought you a drink and is willing to give you a fairer shot in the next game."

Morrigan giggled playfully, "I come from a prominent family that is very involved with the 'local politics' you could say," she said offering a coy smile which showed off the perfect pearly white teeth paired well with her full luscious pink lips.

"Speaking in riddles, eh? I like a woman with a little mystery to her," Dante chuckled as he grabbed the rack and started organizing the balls.

"Mystery is what makes your world a more interesting place…you never know what kind of adventures it could lead to," she said with a wink.

"Yeah...I know that all too well," Dante said getting in position to take the first shot.

Unknown to both of them they were being watched closely from a distance.

"Hey, isn't it past your bedtime? Beat it kid!" the bouncer spoke approaching the small figure, only to be halted as the individual pulled out a wad of fresh hundred dollar bills.

"Uh…carry on!" the brute said walking away while counting through the stack.

Dante could sense something was up and pulled himself across the pool table to throw himself in front of Morrigan, just in time to receive a barrage of submachine gun fire to the chest.

The devil hunter barely felt anything as his wounds quickly mended and he withdrew two enchanted handguns known as 'Ebony' and 'Ivory.'

"Stay back!" he shouted to Morrigan as he attempted to pinpoint the source of the gunfire, struggling to see over the frightened patrons fleeing towards the nearest available exit while others threw themselves to the floor with their hands over their heads or took cover behind whatever was available.

"Damn it!" he heard a woman's voice call out, "Oh well, looks like I'll be taking an extra head tonight. A few extra bucks wouldn't hurt."

Dante finally managed to spot a young girl who was dressed like Little Red Riding Hood and holding two smoking mini Uzis.

"I hope you do realize guns are dangerous, little girl," the devil hunter quipped, struggling not to break into a fit of laughter at what stood before him.

"I'm no ordinary 'little girl' mister! I am B.B. Hood, Darkhunter extraordinaire and you are going to pay for your interference Frosty!" the girl spat, a maniacal glint in her big blue eyes. "First I'll take the succubus and then I'll have some fun with you!"

"What the hell are you talking about?" Dante asked dumbfounded.

"Looks like my secret's outta the bag," Morrigan spoke up and her entire body flashed pink. Within the blink of an eye her civilian clothes were gone and she was now clad in what almost resembled a black one-piece bathing suit with purple leggings and black high-heeled boots going up to her knees. Strangely, she also now had large bat wings coming out of her back and smaller ones that seemed to be growing out of her head.

"How come I never meet any nice girls?" Dante lamented.

The brewing confrontation was interrupted by a crash coming from above and the trio turned their attention towards the front of the club, where a Tyrannosaurus-like beast with ram-like horns growing out of its head crashed through the wall.

"I thought dinosaurs were extinct!" Dante called out now focusing his guns on the beast.

"I don't think it's a dinosaur Dante, now help me out!" another woman's voice called out.

"Trish, how did you know where to find me?" the devil hunter asked the blonde-haired demon, who had just arrived on her motorcycle and withdrawing her massive 'Sparda' demon blade.

"You had an off day. Where else would you be?" Trish shouted back as she charged towards the demon.

"Oh goody I'm gonna be rolling in cold hard cash when this is over with!" B.B. Hood cackled maniacally.

"You wish!" Morrigan laughed before launching a 'Soul Fist' towards the dark hunter, who quickly rolled underneath the projectile and raised her picnic basket to fire a missile towards her opponent.

Dante raised his guns and fired upon the lizard-like demon before it could snap at Trish, giving his partner a much needed distraction so she could execute a 'Round Trip,' charging Sparda and throwing it onto the beast causing it to spin around before the sword struck it on the way back.

While the enraged beast focused its attention on his partner, Dante ran along its back firing his dual pistols the entire way before stopping to withdraw an enchanted claymore which he called 'Rebellion,' and slicing into the back of its neck.

The monster roared in pain and tried to buck the devil hunter off, but he managed to grab onto the fin growing out of its neck and held on.

"Looks like we're having fun now," Dante shouted holding onto the fin with one hand and his sword with the other, "Ride 'em cowboy! Yee haw!"

Morrigan barely managed to dodge another rocket fired in her direction before B.B. Hood again raised her dual submachine guns, blocking the salvo of hot lead with her wings before wrapping one of them around her arm.

"SHADOW BLADE" she called out, delivering a rising uppercut which netted multiple hits on the dark hunter and sent her crashing into a nearby rack lined with wine bottles.

"Give it up child. Your pitiful toys are no match for one of my powers," Morrigan taunted as she walked over towards the bar and grabbed an untouched glass of wine, downing the red liquid in one gulp.

Before she knew it, the succubus found herself blasted in the face by a wall of flame.

"You were saying?" B.B. Hood shot back raising a bottle of champagne and shooting an arc of fire towards her opponent, engulfing the Darkstalker whole.

"You'll pay for that!" Morrigan called back as the flames dissipated.

Dante barely managed to dodge the gust of fire spewed from the creature's mouth before drawing his guitar-like Devil Arm called Nevan and strumming it to launch a pillar of lightning towards the beast, knocking it backwards into another trap set up by Trish, which fired another column of electricity as the dragon-like monster stumbled onto it.

"Grr…feel…my awesome…power…" the monster growled before spitting a giant ball of fire towards the devil hunting duo.

"Too slow there, Chief," Dante taunted as he bounced off the wall of a nearby apartment complex, withdrawing Nevan and firing another ball of lightning while airborne.

The monster fell over and landed atop a taxi cab that had swerved to a halt, struggling back to its feet until it was blinded by a bright spotlight.

Dante and Trish looked up to see a police helicopter hovering overhead and could hear the sirens of a convoy of squad cars fast approaching.

"Looks like we've got company," Trish said raising a hand to shield her eyes from the flashing red and blue lights.

_"New Orleans Police Department," _a voice boomed over the chopper's loudspeaker, _"Throw down your weapons and surrender at once!"_

By now the dragon-like beast had risen back to its feet and spat a wave of fire at the chopper, incinerating all of the crew aboard.

The monster again turned its attention to the devil hunters and was preparing to launch another large fireball, when it was again knocked from its feet.

"HYPER CANNON," a girl's voice called out and the beast was again knocked from its feet by a large fireball and fell against a nearby theater being electrocuted by the neon marquee sign before hitting the ground. When it didn't rise again the hunters breathed a collective sigh of relief.

They turned to find what appeared to be a teenaged girl standing before them, dressed like a stereotypical witch.

"Uh…thanks for the assist…from that dinosaur thing," Dante laughed nervously staring at the prone beast.

"Hauzer," the girl spoke.

"What?" Dante asked scratching his head.

"That beast was called Hauzer. It's an earth dragon resurrected by Scion," she explained.

"Who is Scion?" Trish demanded.

"He's an evil wizard responsible for monsters invading our countries, including mine. He wants to find humans who were strong enough to help him conquer the world," the witch explained.

"Sure thing, you're the expert," Dante replied staring at the approaching police officers, "but I think we have more pressing matters right now."

"Drop your weapon and put your hands in the air," a cop decked out in full riot gear ordered pointing an MP5 at the white-haired man. "I will not repeat myself! Do it now!" the officer shouted as more S.W.A.T. members appeared behind him.

Before any weapons could hit the ground there was a rumble of thunder that drew everybody's attention to the nighttime sky as a portal suddenly appeared.

"Could this be Scion's doing?" the witch asked.

There was no time for answers as bolts of lightning began to crackle across the sky and many of the police officers were sent rushing for cover not knowing what to expect while the three warriors just stared ready for a fight.

"I hope you know what you're talking about, little girl," Dante said keeping Rebellion rose above his head.

"The name is Tessa and I'm no ordinary 'little girl.' I am a sorcererologist who has battled plenty of monsters. Fighting that Hauzer freak was no different for me," the redhead shouted back over the mighty roars from above.

Before Dante could make a smart remark there was a huge flash of lightning and when it faded the three fighters and the earth dragon Hauzer were nowhere to be found.

Morrigan used her flexibility to aim a blade-like kick at B.B. Hood's head, but the crafty hunter ducked the attack and kicked her foot out, launching a land mine towards the succubus and forcing her to fly backward to avoid the blast.

"Ain't nothing gonna stop me from the big prize," B.B. Hood declared as she swung her basket towards the succubus like a nunchuk.

"No amount of toys will help you bring down the Head of the Aensland House," Morrigan spat as her wings absorbed the cluster of strikes and she then retaliated by shooting a wall of spears from the appendages, sending her opponent tumbling to the floor.

"Grrr…help me damn it!" the hunter shouted as she pushed herself back to her feet.

On cue two large men materialized from out of thin air, one a woodsman and the other a World War 2-era soldier, both of them armed with big guns. "Time to die," B.B. Hood called out as the trio opened fire.

"Spoken too soon," Morrigan replied before attempting her next attack, "FINISHING SHOWER," she called out firing a barrage of black missiles from her wings.

Both super attacks connected, resulting in a massive explosion that sent both women flying backwards and threatening to bring the roof down onto them.

"This isn't over yet, Succubus!" B.B. Hood defiantly groaned as she struggled to pull herself out of the splintered pile of wooden she had become trapped in after being sent through a table and chairs.

Morrigan grunted loudly as she pushed herself to her hands and knees, using her wings to guard her from falling debris as she rose to her feet.

"Heh, you gave me more of a workout than I bargained for. I'm impressed, mortal," the succubus said walking over to the downed hunter, "but I'm afraid I won't be able to let you walk out of here alive," she added, her wing taking an axe-like shape as she stood over her prone form. "Time to say goodnight forever, dear little sweetheart."

A nearly unconscious B.B. Hood was suddenly jarred awake by the crash of lightning and looked to find a smoking black pock mark on the wooden floor where the succubus had been standing, no sign of her target anywhere.

"There goes…a couple…hundred grand…" the young lady slurred crawling out from beneath the pile of broken wood and reaching out for one of her Uzis. "Goddamn it…"

Within another flash of lightning the girl herself was gone.

XXXXXXXXXXXXX

Whew, feels good to have gotten that cranked out after having so many ideas floating through my head and finally being able to get them all out so that it doesn't drive me crazy anymore! Thank you creative juices!

Now that I've got that out of the way, I wanted to give a special thanks to those who have reviewed my first chapter and I sincerely hope you will enjoy this next chapter as well.

And for anybody who needs help keeping tabs these are the new characters I have introduced thus far that would be selectable if this were an actual fighting game:

Marvel:

Apocalypse (Final Boss), Sabretooth

Capcom:

Bison, Demitri Maximoff, Dr. Wily, Urien, Vega, Vile, Samanosuke Akechi , B.B. Hood, Hauzer, Tessa

I was really torn on who to add when it came to this chapter in regards to the mystical character. It was a toss up between Tessa of "Red Earth" and the magic user from "Dungeons and Dragons: Shadow over Mystara."

I kind of wanted to include the magic user after watching videos of him in action on YouTube and plus I also wanted there to be a representative from that game because I thought it had some beautiful artwork and these days it's also highly forgotten and I want to present a wide range of characters from available Capcom games, which is why I pondered using him.

What eventually made me decide to use Tessa instead was that the magic user seemed a little too much like Dr. Strange to me and also Tessa has more exposure thanks to her appearances in "Super Gem Fighter: Mini Mix" and "SNK vs. Capcom: SVC Chaos."

Either way, I do play on D&D: SoM having some form of presence in this story, so there is still a slim chance the magic user COULD appear in this story. Only time will tell.

Well once again read and review as it is your reviews that keep this story going.

This is Metal Harbinger saying SPREAD THE SICKNESS, ONE MIND AT A TIME! \m/


	3. When Worlds Collide

Author's Note: Hello loyal viewers! I have returned and I bring you this latest installment to you as a belated X-mas present! Ho! Ho! Ho!

Before I go any further I just wanted to give a special thanks to those of you who have been kind enough to add this story to your favorites and those who have been kind enough to submit reviews.

I want to give a special thank you to ModelAwesome for providing that much needed info on Vile from "Mega Man X." It has helped me greatly and I will be able to press forward in the future thanks to it. Once again thank you!

**23: **To answer your inquiry I honestly don't know much about Mundus from DMC1 or Yami from "Okami" to consider including either one of them. Just stay tuned to see what I plan on doing for the final boss, that's all I will be saying for right now.

Well now that I've gotten the pre-chapter shout outs out of the way, on with the story!

Chapter 3: When Worlds Collide

**Somewhere in the jungles of Thailand**

"Hold up, I'm gonna check it out," Chris Redfield ordered his companions as he pulled out his sniper rifle and used its built-in bipod to rest it on a fallen tree.

"See anything?" Leon Kennedy asked clutching the Remington shotgun tight in his hands, resisting the urge to swat away at the flies surrounding them in the steamy jungle.

Chris didn't respond immediately as he continued peering through the rifle's scope, remaining on guard for any concealed traps that might have been left in the cave.

"I see the entrance our contact mentioned, but I don't see anybody guarding it. He said they typically had operatives posing as farmers or boatmen positioned nearby to keep watch, but I don't see anything," he said finally taking his eye away and looking back to the blond-haired man, "This almost seems too easy," he spoke with great tension, remembering similar circumstances from years ago before entering the Spencer Estate.

Leon said nothing. He scanned the trees for any possible booby traps and then down to the ground, but couldn't find any tripwires or areas where the earth had recently been disturbed. "Compared to some of the places we've been this must be pretty low priority for them. Usually they have enough guards and traps to put Fort Knox to shame."

"This is Umbrella we're talking about here," Chris replied furrowing his brow, "I don't care if this is low priority to them or not. If they're going to be using this kind of facility for anything we need to find out what the hell's going on and shut it down."

"I'm with you on that one all the way," Leon nodded while looking down the incline behind them, "Think we should get the others?"

Chris nodded, "Sure, tell them to be on guard. These guys are new and I'm not losing another teammate if I can help it," he spoke solemnly.

"Right," Leon whispered turning around and creeping down the slope where their companions waited and waved them forth.

The two recent recruits nodded, the first being a woman in black with short fiery red hair and carrying a Colt M4A1 assault rifle with an M203 grenade launcher attached, and the second a muscular man with his brown hair worn in dreadlocks and equipped with a bionic prosthesis where his left arm should have been.

"Let's move," Chris whispered slinging the rifle across his back and drawing his HK USP as he cautiously approached the cave, pulling out a combat knife with his free hand to slice away at any vines obscuring the way.

So far there were no visible threats as they approached a steel door with an electronic keypad at the side and the B.S.A.A. operative hugged the wall next to it.

"Regina, get us in," he spoke to the woman, who nodded and withdrew a multipurpose tool, screwing the lid off of the keypad and then unhooking some of the wires before pulling out a small PDA-type device and hooking it up to the console. She typed in a few commands and within seconds was greeted by an electronic ding.

_"Access Granted," _a robotic female voice chimed as the door slid aside, only to reveal a sight that left the four operatives raising their weapons.

"What the hell?" Chris asked shining his weapon-mounted flashlight down a once sterile white corridor now sullied by streaks of dried blood, black pock marks where explosives had been detonated and walls dotted with hundreds of bullet holes.

"Looks like we missed the party," Leon quipped, expecting a pack of zombies to come rounding the corner.

"No time for jokes. We need to find out what happened here," Chris said stepping inside and looking up to find a security camera that had been reduced to bits of scrap by a hail of gunfire. Making his way down the hall he came to a complete halt when he reached the corner.

"Damn," he muttered.

"What is it?" Leon asked chasing after the marksman, only to be halted by the carnage he now bore witness to.

The entire hallway was lined with the corpses of Umbrella security personnel and researchers, all of them lying in twisted poses of agony.

"You think there's been an outbreak?" Spencer called out from the rear.

"No, these people were done in by high-caliber firearms," Regina answered as she inspected the corpse of a guard whose chest was torn apart by a slew of armor piercing rounds, "Somebody was definitely through here."

"Somebodies," Leon corrected, "No way one person could have done this much damage. Think we have competition?"

"I don't know," Chris responded, staring warily at the corpse of a guard who had been left with a crater drilled through his gasmask, "but whoever did this we have to find them."

A throaty cough drew the operative's attention towards a scientist slumped against the wall, the entire area around his stomach stained a deep crimson thanks to a large gash.

"Skull…man…" the figure weakly gurgled before his head rolled limply to the side. Regina rushed over and knelt down beside the man placing her fingers to his neck. He was dead.

Chris tapped his earpiece, "Sheva, come in!"

_"I'm here Chris. What's up?" _Sheva Alomar asked from the other end.

"We've located the facility and have determined Umbrella indeed had a presence here. Someone else has been here too and from what we've seen so far most of the staff appears to have been wiped out, don't know if there are any survivors at this point," Chris reported looking down another hallway strewn with corpses ripped apart by gunfire.

_"Any idea who it could be?" _she asked.

"Nope, but we are continuing with our investigation and will gather any available data. We'll report back if we find anything else," the marksman replied.

_"Understood, Alomar out!"_

"Come on," Chris said motioning towards the others, "We still have a job to do."

"Right behind you," Leon nodded raising his shotgun to waist level.

The quartet continued further until they happened across a security office and Regina again pulled out her PDA preparing to hack the lock until Spencer cut her off.

"Allow me," he said driving his bionic fist into the door and forcibly prying it open, "No need for subtlety when everybody's already dead."

"Whatever you say," Regina replied making her way into a space untouched by the carnage and quickly making her way over to a control panel beneath a row of security monitors. "Maybe this will show us what happened."

The B.S.A.A. operative typed in a series of commands before she was able to shuffle through the myriad of grainy black and white images, all of which displayed the aftermath of a massacre. Dead bodies were everywhere, including those of a few Lickers and Hunters, but no sign of the perpetrators until she happened across a scene in a small laboratory.

"There!" she called out pointing to a shadowy figure in the middle of disemboweling a guard.

"Can you zoom in any further? Give us a good view of the creep's face?" Chris asked staring intently.

"Hold on…crap! He's gone," she hissed.

"Damn it," Chris grunted, "Who the hell was that and why are they here?"

"Any idea who else could have it out for Umbrella this bad?" Spencer inquired while viewing the bloody scenes, the grainy black and white adding an almost 'horror movie' effect to the morbid spectacle.

"No clue. As far as I know Umbrella is pretty good about wiping out their competition before they can really gain a foothold," Chris replied placing a hand to his stubbly chin.

"And he means it quite literally with the 'wiping out' part," Leon added.

"Heh, I've fought worse," Spencer replied.

"No doubt you'll be rethinking your usage of words pretty soon," Regina said rising to her feet.

"We can debate that later. Right now we need to find out what they were working on and then focus on getting the hell outta here," Chris said taking charge of the situation.

The quartet made their way back into the hall and proceeded further into the facility while remaining on heightened alert for the mysterious swordsman or any of his accomplices.

They pressed forth along the trail of slaughter until they reached what they assumed to be one of the main laboratories, a room filled with several stasis tubes that had been smashed open and their mutated occupants lying around the room either shot up or blown to bits.

"Man what a mess," Leon remarked cautiously stepping around the upper torso of a Hunter blown in half by a grenade blast. "Too bad whoever did this isn't on our side. They must be pretty badass to tear through a bunch of B.O.W.'s like they're nothing."

"Don't be so quick to become a fanboy, kid. For all we know they might try doing the same to you when you're begging for their autograph," Spencer grunted checking over the remains of a Licker missing the top portion of its skull.

Chris ignored the banter amongst his teammates as he observed the storage tank at the center of the room, its inhabitant also missing and judging by the size, likely wasn't a Hunter or Licker. Staring at the empty tank took him back to the secret laboratory at the Spencer Estate where he first became acquainted with something that should have only existed in a child's worst nightmares. It had been a battle that put him and Jill through Hell.

"Jill…" he muttered staring blankly towards the shattered glass.

"Chris, are you alright?" Regina asked stepping up alongside him and staring warily towards the empty tank.

"Yeah…never better," he lied looking over to the red-haired woman, "Think this might be the laboratory with the main database?" he asked looking past her to the panels of computers lining the side walls.

"I can check," Regina replied again pulling out her device and approaching one of the abandoned workstations.

"Yeah, do that," Chris said looking around the room, his eyes drawn to a cardboard box that appeared out of place in the lab.

_"Damn it Chris, pull it together," _he told himself as he looked to the ceiling so his eyes could avoid the multitude of empty tanks.

He always lost his train of thought when his missing partner came to mind, a woman he had been through so much with.

_"She sacrificed herself just for me, but why?"_

It was a question he had asked himself a million times over since that fateful night. He was forever tormented by the images of Jill throwing herself through that window so she could stop their hated adversary Albert Wesker, the very man they entrusted their lives to on that mission so many years earlier, one who had been working for the accursed pharmaceutical conglomerate and viewed them as nothing more than guinea pigs for a very messed up science project.

_"Damn it Jill. Why did you have to play the role of the hero like that? That should have been me sacrificing myself to save you. Why damn it, why?" _he asked himself, feeling a solitary tear stinging the corner of his eye.

"Man, they have so much data here I don't think I'm gonna be able to fit it all onto one device," Regina called out, "This place is a goldmine."

The woman was interrupted by the hiss of hydraulics and the four operatives whirled on their heels with guns drawn ready for a battle.

"Who the hell?" Leon asked staring towards their lone visitor.

They were greeted by a dark-haired man in a black bodysuit with a skull design over his chest, a smoking assault rifle in his hands.

"Freeze B.S.A.A.! Identify yourself at once!" Chris ordered training his gun on the man's chest.

The mystery man said nothing and only regarded him with an icy glare, unafraid of the firearms trained upon him.

"This is your last warning," Chris continued taking a step towards the man, "Now we can do this the easy way or the hard way. Your decision pal," he said looking over to his heavily-armed companions.

A smirk crossed the man's face and he raised his rifle, firing a grenade from the attached launcher in their direction.

"Scatter!" Chris shouted diving behind a support pillar for cover as the grenade exploded behind him, a wave of heat washing over him and leaving him sweating buckets. He could hear the rattle of Regina's assault rifle and the booms of Leon's shotgun, peeking his head out to see Spencer shooting his hand towards the rafters, using it to pull himself over the flames and attempt a zip kick on the man.

The mystery man came prepared and pulled out an EMP grenade, chucking it into the air before the bionic command could connect.

"Oh sh-" Spencer managed to blurt out before he was hit by an electromagnetic shockwave that disabled his appendage and sent him crashing to the hard floor. Chris witnessed his partner's predicament and jumped into the open firing a barrage of rounds into the man's chest.

The curling of the mystery man's lower lip was the only indication he felt the impacts against his chest, otherwise he continued pressing forth like a machine firing away at his four targets, only halting when Leon fired a shotgun blast that came too close for comfort and sent him rolling for cover behind one of the tanks.

"This has to be that 'skull man' the researcher mentioned," Leon shouted to Regina over the popping of Chris' handgun.

"You think?" Regina sarcastically retorted as she stepped out to fire another burst from her rifle at the man.

The mystery man had run out of ammo for his assault rifle and was now down to using dual SIG Sauer P226's against Chris, who in turn pulled out an MP5, both of them firing wildly as they closed in on each other. Before he could fire another volley the man rolled towards him and delivered an uppercut which forced him to drop his gun.

Chris reached for his knife out of desperation, but the man head butted him and then picked him up and slammed him down to the floor.

"You were in my way, just like the others. Nothing personal," the man spoke training his gun on the agent's forehead, but was halted as something latched onto his ankle and pulled him backward.

"Come 'ere!" Spencer shouted using his bionic hand to draw the gunman in and followed up with a hard punch that sent him flying across the room.

"Is that it?" Leon asked training his shotgun on the unconscious gunman.

"Alright, enough of this Metal Gear hiding-under-a-box crap!" a loud, obnoxious voice called out and a figure clad in a black and red bodysuit with a mask covering his face kicked off the aforementioned box Chris noticed, "Hey, wait a minute! Where's that badass background music I had in the third game?"

"Who the hell is this clown?" Regina asked staring towards the awkward masked individual.

"Beats me," Leon replied, "Damn, his voice sounds like gasoline mixed with gravel. So annoying it almost makes you wanna put a gun to your head and pull the trigger."

"Alright, that's far enough," Chris shouted training his submachine gun on the masked man, who raised his hands in mock surrender, "You are interfering in an official B.S.A.A. investigation. Give up at once!"

"Uh…don't I at least get to plead my case like the other guy did?" the annoying man asked.

"No, because pleading would mean you gotta open that annoying yap of yours again," Leon retorted, "What the hell are you even doing here anyway? This isn't a damned costume party."

"So that really is the Punisher over there then?" the masked man asked pointing with his thumb towards the prone man in black, "He's not really that creepy Goth kid who works at the Hot Topic down the street?"

The four agents looked to each other scratching their heads in confusion while the masked man walked over to Regina extending his hand, "Well hello there! The name's Deadpool by the way, sweetie. Why don't you gimme a call sometime?" he asked making the phone motion with his right hand, "Better yet, what's your e-mail address? Why don't you look me up on Facebook sometime? I don't do the Twitter thing because I had the stupid name. Who the hell even thinks a cutesy little bird looks good in a logo anyway? Might give kids nightmares."

"Uh yeah, yeah Mister…uh, Deadpool," Regina said adopting a business-like tone, "Can you tell us if that 'Punisher' guy over there was responsible for what happened here?" she asked motioning towards the demolished laboratory and the shot up corpses lying around.

"Whoa…he did all this?" Deadpool asked looking around, "I mean I knew he was a hardcore badass and everything, but goddamn! Wish I had my camera with me, this would look good on YouTube!"

"Does this guy ever shut up?" Spencer whispered into Leon's ear.

"Uh sir, sir," Chris said stepping in the masked man's face, "Seriously, we need to know if you were aware of what was going on around this facility?"

"Well sir," Deadpool said scratching his head, "All I know is I was down at the local Burger King having a Big Mac and then I was about to shoot the cashier for giving me onions when all of the sudden I saw this big flash of lightning and BAM! I'm in this place-" when the motor-mouthed man abruptly stopped himself, "Uh hey, is this all gonna be on 'Cops?' I love that show!"

"Okay, maybe I shouldn't have bothered to ask," Chris sighed face palming.

"Shh, do you hear that?" Leon blurted out waving his shotgun around the room.

The others followed his lead, while Deadpool struck an awkward pose and used his free hand to pantomime zipping his lips.

Thunderous footfalls could be heard from a distance and they were getting closer to the lab.

"Crap, looks like our friend over there missed one," Spencer whispered prepping his bionic arm.

Chris nor the others said nothing as the footsteps drew closer and he found himself withdrawing his grenade launcher.

"Would now be a good time for whatever this thing is to say 'fee, fi, fo, fum?'" Deadpool blurted out.

Before Chris could turn to yell at the motor-mouthed madman a massive claw punched through the wall and they felt back ready for a fight. The claw again penetrated the concrete surface and the eight foot tall gray-skinned behemoth forced its way through, closely resembling the very first Tyrant he ever encountered, even with the exposed heart.

"Open fire!" he ordered and began lobbing grenades at the oncoming brute.

"My friend, I like your way of thinking," Deadpool said withdrawing a pair of submachine guns and firing away like a man possessed.

"BANG! BANG! BANG! BANG! BANG! BANG! BANG! BANG! BANG!" he joyously cackled firing every round he had into the approaching monstrosity until the B.O.W. drew its arm back and sent him flying across the room with deep gashes covering his torso.

"Damn it," Chris spat as he slapped some fresh shells into his grenade launcher and fired a liquid nitrogen round to temporarily freeze the Tyrant's advance before firing a regular grenade into the sky and then two more, all three projectiles knocking the beast from its feet, but only knocking it out for a few seconds before it was pushing itself back up.

Regina and Leon then joined the assault, the female operative attacking with a device called the 'chainmine,' firing five mines into the ground, while Leon withdrew a heavy machinegun and fired a burst into the monster's exposed heart.

As their partners did battle with the Tyrant, they heard another rumble coming from above and quickly moved out of the way as several rafters collapsed to the floor, heralding the arrival of another brute.

"There's another one," Chris shouted to his teammates as he withdrew the more powerful M29 magnum and began pelting the beast with rounds while Spencer charged up his bionic arm delivered a punishing blow that sent the monster flying across the room and impaling it upon a fallen drainage pipe, yet it had managed to survive and pushed itself back to its feet.

Yet another wall gave way and a third Tyrant made its presence felt, causing both men to stand with their backs to one another.

"Now I know Punisher, Skull Guy or whatever the hell they call him really missed something!" Spencer shouted as he readied his bionic arm for another power blow.

Chris said nothing and fired away at the new Tyrant, shooting until his clip ran dry and he was forced to draw his Ithaca M37 shotgun, firing every shell until that too ran empty and the brute was standing tall over him.

_"Damn it! Not like this!" _his mind screamed over and over again as he stared into the giant's soulless white eyes, too petrified to move. All he could do now was stand and accept his fate.

There was a screech of metal and suddenly Deadpool was perched atop the monster's shoulders with dual katanas drawn.

"Honey, I'm home!" he shouted before slicing both blades simultaneously, cutting through the giant's neck and sending its head rolling to the floor, "You know I make it look easier than in the 'Resident Evil' games, yes you do! No rocket launchers necessary baby! Hahahahahahahaha!"

"How the hell are you still alive?" Chris asked the masked mercenary, completely dumbstruck by how he could shrug off an attack that would have eviscerated a normal human being.

"What's the matter? You're not impressed by my Adonis DNA?" Deadpool asked flexing his muscles, "I guess the author must really like me."

"Who?" Chris asked, staring at him as if he had just grown a second head.

"You know, the guy typing this up on his computer as we speak!" Deadpool explained knocking on the fourth wall, "He's writing a story that has ten reviews in just two chapters!"

The B.S.A.A. agent said nothing, not knowing what to think aside from the fact that the man he was dealing with was bat shit crazy.

"Nobody ever gets it," Deadpool sighed sadly, his shoulders sagging in emphasis, "Oh well, I do know one thing that will make me happy…" he said and his tone abruptly changed, "…killing me another Tyrant!" he said raising his swords and leaping high into the air, propelling himself off a nearby wall and slicing the second Tyrant across the throat.

The behemoth did not go down and marched menacingly towards the assassin, the fragmented pipe still protruding from its chest.

"That didn't work, oh well time for Plan B then," Deadpool said again rushing towards the brute, "It's cutting time!"

With inhuman speed the assassin slashed away wildly at the Tyrant until it dropped to its knees. "Marvelous!" he exclaimed, his word coming out in a large yellow bubble, which he then grabbed out of thin air and drove the pointed end into the monster's skull.

"Yay! I slayed the big ugly beast! What's my prize? Do I get that sweet new XBOX 360 I asked Santa for?" Deadpool called out to nobody in particular.

"Okay, that's just too messed up for words," Chris said rubbing his eyes to make sure he wasn't hallucinating and turned this attention towards the remaining Tyrant, who still somehow managed to trudge through everything Leon and Regina were unleashing upon it.

"Damn it! This thing won't go down!" Leon shouted trying to retreat so he could load fresh rounds into his Remington, while Regina had expended her last hand grenade upon the methodical beast, fumbling for her Desert Eagle when a lone shot rang out and the Tyrant collapsed to the floor with a fresh hole driven through its skull.

The quintet turned to see The Punisher had regained consciousness and withdrawn a PSG-1 sniper rifle, firing the fatal round.

"Must be a bunch of rookies if you need to waste that much ammo," The Punisher spoke lowering the rifle.

"I'd watch my tongue if I were you and you still owe us an explanation for everything that went on here," Chris said walking up and getting in the man's face.

"How am I supposed to explain anything?" the vigilante replied, "For all I know I was in the middle of blasting through some Colombian drug runners and then next thing I know, I'm in this place with a bunch of spooks wanting me dead. I did the only thing I could think of," he said nodding to his rifle.

Chris tapped his earpiece, "Sheva, come in. We've collected the data and are ready to roll out. Send Josh in for an evac-"

A loud crackle interrupted the agent and he looked around the room to see all of the computers and other electronic devices beginning to flicker on and off.

_"Chris, what's going on?" _Sheva called out from the other end.

Before he could answer, all six of the occupants disappeared in a bright ball of light.

XXXXXXXXXXXXXXXXXX

** Somewhere in the Bavarian countryside, Germany**

Jon Talbain grunted loudly as he stirred back into consciousness, grabbing handfuls of grass as his eyes fluttered open.

"Gah…where the hell am I?" he asked aloud, finding himself in an open field in the dead of night.

The werewolf stopped to gather his thoughts as he tried to remember what had just happened.

_"I remember now," _he told himself, _"I was in the middle of training Liam and Ellie when it looked like a storm was brewing…and then the lightning…"_

"But why here?" he asked aloud staring off to the full moon over the mountains, "And where the hell is 'here?'" he asked again scanning his surroundings.

Walking towards a dirt road, he came to a halt and stuck his nose into the air as he caught the whiff of a familiar scent.

"Brimstone," he muttered and ran down the road using his nose as a guide traveling for miles until he was led to a church.

The building appeared to have been abandoned for quite some time, its paint peeling, the stained glass windows shattered and a rusted bell hanging from the tower. Jon was almost confused as to why he would have been drawn here, until he spotted a faint flicker of light from within the dilapidated structure.

Finding himself drawn forth he rushed through the overgrown grass and then up the weathered stone steps, pulling one of the large oak doors open and stepping inside.

Jon looked towards the front of the chapel, where he spotted a lone figure lighting a row of candles beneath a statue of Jesus Christ. The individual sensed his presence and turned to face him.

"Welcome-" the figure spoke as it turned to face him, only to stop and stare at him wide-eyed as he took in Jon's animalistic appearance, "Mein Gott im Himmel."

The occupant himself was of an unusual appearance covered in indigo-colored fur, pointed ears, fang-like teeth, yellow eyes, three fingers on each hand and two toes on each foot. He was clad in a red and black outfit with an opening in the back where a prehensile tail stuck out from.

"And who in the bloody hell are you? One of Pyron's stooges?" Jon demanded baring his fangs.

"I do not know who you speak of," the demon-like figure replied in a thick German accent.

"No? Then one of Jedah's boys?" the werewolf continued stepping towards the nameless being.

"I do not know who you are talking about. My name is Kurt Wagner and I mean nobody any harm. This is my sanctuary you have entered," the mutant gestured towards the church which they occupied.

"Right and I'm the bloody Queen of England," Jon snapped displaying his razor-sharp claws, "I'm already having one hell of a bad night, might as well blow off some steam."

"Mein freund, I sense you are deeply agitated and do not wish to fight with you and I must ask you to leave at once if you do not cease with your unnecessary aggression," Nightcrawler replied, inching towards the altar where he kept a sword concealed.

A bright ball of light suddenly flashed in the room and two figures fell from it.

"What the hell gives?" called out another German-accented individual, a scarred middle-aged man clad in a yellow military-like outfit with long brown boots, a red scarf and a matching beret atop his head, several grenades strapped to his being and a green staff in his hands.

"Could this be the work of the Heavenly Father?" Nightcrawler asked as he made the Sign of the Cross.

"Judging by what they're about to do, I think not," Jon called out as he observed the second individual, a hunchbacked man clad in a medieval court jester outfit, readying for an attack.

Letting out a shrill howl the werewolf launched himself towards the shorter individual like a comet with his 'Beast Cannon' attack, only to be halted as the toad-like man fired a glob of acidic saliva that left him writhing on the ground in pain.

"The name's Toad," the man introduced himself as, "I wanted you to know because it's going to be the last name you ever hear."

Meanwhile, Nightcrawler had drawn his sword and compared to engage the militant invading his personal sanctuary.

"I have no idea who you are, but it sickens me that you would bring your transgressions to consecrated ground such as this," the mutant swordsman said going into a defensive stance, "I will fight until my last breath to defend this blessed house of God."

The soldier scoffed, "My name is Rolento Schugerg and I seek to prove the might of my army, regardless if I must do such in a place of worship."

With amazing speed for an ordinary human, the soldier flipped himself backwards into the air and tossed a knife towards the blue-furred warrior, who easily parried it with his sword. Rolento would then roll along the ground towards him and rise up spinning his staff with alarming precision.

Nightcrawler had barely managed to block all of the attacks with his sword and performed a graceful backflip to avoid a thrust kick aimed at his face. His opponent was relentless in his assault and flipped towards him, swinging his staff downward and striking the stone floor just as the X-Man barely rolled out of the way.

"Impressive" Rolento remarked, "Join me and I can make you a very powerful man."

"I will do no such thing, herr. You are a man of great malice and are a disgrace to those fighting for noble causes." Nightcrawler replied.

Rolento furrowed his brow and attempted a sliding kick, which the mutant would flip over and then attempt to swing his staff around as he rose to his feet, which Nightcrawler would avoid by disappearing in a puff of smoke, a distinctive _'bamf' _noise following.

Nightcrawler would reappear behind the militant and plant his tail against the ground, using it to spring himself forward and deliver a flying kick to the man's gut. As his opponent staggered he leapt high into the air and pushed off on the man's shoulders, sending him tumbling forth as he teleported again, this time phasing right through him and knocking him to the floor.

Jon Talbain had returned to his feet and dodged another glob of acid fired upon him before Toad used his superhuman leg strength to leap towards him in an attempt to crush him, but the werewolf barely leapt backward and blocked a flipping kick sent towards him.

"CLIMB RAZOR," he shouted as he channeled a fierce amount of energy and leapt into the air with a flaming foot extended, knocking the mutant backward and sending him flying through a weathered wooden pew.

Toad wasn't stunned for long as he shot out his prehensile tongue and wrapped it around the werewolf's waist, swinging him around in a circular motion before chucking him across the room and into the statue of an ancient venerated saint.

"You're just like a gigantic fly to me, pesky but easily disposed of…and easily digested!" Toad cackled before shooting his tongue out again.

Jon barely managed to roll out of the way and executed another 'Beast Cannon' as he leapt into the air, dropping the henchman and following up with an attack from his nunchaks he called the 'Million Flicker,' netting several blows upon Toad before performing another 'Climb Razor' that knocked him from his feet.

"You're wrong, whelp! I'm the alpha male around here!" the werewolf asserted.

"Stay still maggot!" Rolento shouted chucking knives towards Nightcrawler, who was either able to teleport or flip out of the way as they flew towards him, eventually clinging to a nearby wall and climbing into a shadowy area where he was able to blend in thanks to his indigo fur.

The militia leader had finally had enough and withdrew a line of grenades, "A little scorched earth never failed in taking out some bothersome leeches like you."

Nightcrawler's eyes widened as he saw what was about to happened and looked down to where the werewolf had just succeeded in knocking out Magneto's former henchman Toad. He teleported to the floor and grabbed the wolfman by the shoulder before teleporting again, taking them outside just as the church was blown to kingdom come behind them.

"What the hell?" Jon demanded as he again found himself mysteriously transported outside and found himself standing alongside the mutant swordsman, his attention drawn to the blazing church. He remained silent as Nightcrawler whispered a prayer while clutching at a crucifix.

"This is all too weird," he muttered as he watched the wooden structure collapse before his very eyes, powerless to do anything to halt its destruction.

The flutter of helicopter blades caught his attention and he looked over to see a helicopter fast approaching, watching as it lowered a rope ladder and flew away with both Rolento and Toad clinging to it.

Nightcrawler watched passively as the chopper took off, wondering why everything had to happen like this. He didn't know whether he should condemn or pity those two men for their actions.

"C'mon, we'd better get out of here," Talbain said tapping the mutant on his shoulder and starting to walk away.

Nightcrawler said nothing, watching as a storm began to brew in the nighttime sky above.

XXXXXXXXXXXXXXXXXXXX

**Mojave Desert**

"_How's your search coming along so far Tony?" _James "Rhodey" Rhodes asked from the command center back at Stark Tower.

"Heh, well if you consider that I'm looking for a bunch of dirt and rocks I'd say it's been going good so far," Tony Stark, the billionaire industrialist also known to the public as Iron Man, sarcastically remarked as he flew over the sun scorched land in his trademark armor. "No anomalies have been detected so far, but that doesn't mean they aren't here."

"_Watch yourself Tony; they've been popping on and off the radar. It's unlike anything we've ever seen before," _Rhodey replied.

"I'll keep that in mind when I finally spot a 50 foot scorpion appearing from out of nowhere," Iron Man chuckled.

"_Sir, an anomaly has been detected 50 yards north of your present location," _his home computing system J.A.R.V.I.S. reported.

"Thank you Jarv, I'll take it from here," Iron Man replied adding additional power to his rocket boosters.

He spotted a pillar of smoke in the distance and then the large crater that served as its source.

"Rhodey, I've encountered something out here. I'm scanning it now," Iron Man reported using heat sensors and other advanced medical sensors to search for any survivors, "Wait, I'm picking something up right now and it's right in the middle of the crater. I'm gonna check it out."

"_Be careful," _Rhodey replied.

Iron Man positioned himself over the crater and carefully lowered himself until his boots touched the soil and he was able to get a clear view.

"Rhodey, I've found out what it is…it's a kid…in blue armor," he reported.

The prone figure looked more like a teenager to be exact with some weird red light on his helmet and what almost looked like a cannon where his right hand should have been.

"Hmmm, this doesn't appear to be any of my work," Iron Man said scanning the figure's vitals, able to confirm it wasn't human, "Weird…it's unlike anything I've ever seen."

The robot suddenly gasped as if it were a human and shot its green eyes open.

"Whoa, easy there kid," Iron Man said kneeling down and offering his hand, but was instead met by a cannon being pointed in his face.

"Are you a Maverick?" the robot demanded.

"Uh no, son, I'm afraid I don't know what you're talking about," Iron Man replied grabbing the robot and helping him back to his feet.

"Sigma…" the blue warrior whispered before his eyes widened, "Zero!"

"Whoa, wait there! Slow down!" Iron Man said as the robotic being shoved past him and began clawing his way towards the top, "What are you talking about, with this…uh, Zero?"

"Zero, my partner!" the figure shot back as he finally reached the top and searched frantically before tapping his helmet, "Zero, come in! Zero, speak to me!"

Iron Man used his jets to boost himself back to the surface and pushed a switch that opened his mask, showing his human face to the robotic warrior. "Kid, just what the hell are you?"

"Mega Man X," he replied with a sharp glare, "and we should be more worried about finding my friend…who knows what Sigma and the others could have done to him."

"Behind you," Iron Man called out as a comet suddenly materialized in the daytime sky and was heading towards the earth.

"_Tony, are you there? I'm picking up more unknown activity on the radar! It's near your location-" _Rhodey called out.

"Yeah, and I'm looking right at it!" Iron Man hollered back just as it touched down, a mushroom cloud of desert sands erupting into the air as it made contact.

X said nothing and ran towards the site of the disturbance while Iron Man flew overhead and was able to make out four figures lying in the crater, much in the same manner as when he discovered the blue armored robot.

"Well what have we got here," he said lowering himself towards the nearest figure, an Asian man clad entirely in white and wearing a matching headband.

"Ugh…did somebody get the number of that Cyberbot?" the young man groaned weakly reaching an arm up to rub a large bump on his forehead.

"Well at least they're all alive," Iron Man whispered as X finally made his way towards the crater and slid down the incline to help a blond-haired man clad in blue and white armor with a large star on his chest and a ruby visor over his eyes.

"Tony? Tony Stark?" a voice called out.

He looked over to see a familiar face among the individuals, a Native American man clad in a blue and gold bodysuit with a bionic right leg.

"Forge?" he replied walking over to help his old friend with the fourth man, a Japanese fellow wearing a white headband and a black and white uniform, "Haven't seen you in a long time."

"Indeed it has, but right now we've gotta worry about helping these guys out," the shaman said looking over to the other two nameless men.

"I'm fine…really," the guy they were supporting grunted, reaching down for what almost seemed to be a pummel without the blade, until he pushed a button which caused a green plasma blade to form.

"I mean you no harm," he said stepping towards the armored warriors, "My name is Hayato Kanzaki and I am a bounty hunter from Japan. I was tracking down my latest target when I suddenly appeared here…wherever I am now," he said looking around to take in the arid environment in which he now stood.

"Well you're certainly far away from Japan," Iron Man said observing his plasma sword with great interest.

"Yeah, and I'm quite a ways away from Metro City," the blond-haired man spoke walking over to the assembled trio, "Captain Commando at your service," he said extending his hand.

"Uhh…nobody still told me if they got the number from that Cyberbot…" the man in white groaned as Mega Man X helped him over to the group.

"Jin Saotome! What brings you here old buddy?" Captain Commando said walking over and grasping the young man's hand, pumping it until he was crying out from his arm nearly being ripped out of its socket, "Whoa, sorry about that, but still good to see you!"

"Yeah, you too Cap," Jin replied, the shockwaves of pain helping him regain his wits.

"We still need to figure out how all of you got here," Iron Man stepped in, "and why you are here and more importantly, who could be causing this if this isn't some weird natural phenomena."

"And what kind of technology could have caused it," X added, "or where they could have obtained it."

"I think I might have a few ideas as to who could have," Forge chipped in, attracting odd looks from the others.

Iron Man then activated his suit's built-in communicator, "Rhodey, come in!"

There was nothing but static from the other end.

"Rhodey, come in!" he shouted and waited a few tense seconds before turning to the others, "Damn it, nothing!"

"This is all just too damn weird," Jin said grabbing his temples as he shook his already sore head.

"Heh, tell us something we don't already know," Hayato replied staring off into the distance.

"So now what do we do?" Captain Commando asked, "We're stuck in the desert with nothing."

"Maybe not for long," X called out pointing in an opposite direction where another storm was fast approaching, very similar to the one he spotted before he wound up in the desert.

"This doesn't look good," Iron Man replied.

XXXXXXXXXXXXXXXXXXXXXXXX

**Tokyo, Japan**

"Man, I can't wait to check this place out," Hinata Wakaba called out practically dragging her two best friends Batsu Ichimonji and Kyosuke Kagami along as if they were dogs on leashes.

"Sure thing," Batsu gagged as the small girl tugged at his collar until he was beet red in the face.

"Is it necessary you drag us?" Kyosuke shouted, inviting the stares of some onlookers as he managed to free his neck long enough from the hyperactive teen's iron grip.

"I heard Gan's going to be there! You know how he is," Hinata shot back as they rounded a corner and nearly collided with a food vendor.

"Okay you make a point, but why here of all places?" Batsu shouted.

"Sakura and Natsu have been raving about it nonstop and you know how good they are at recommending awesome new places," Hinata winked.

"Heh, the last time I listened to them I got hot water thrown in my face by that cute girl at the sundae shop," Batsu yelped the last few words out as he bumped into an elderly woman, quickly muttering an apology and getting out of there before she could smack him upside the head with her purse.

The trio raced two more blocks before they finally happened across a building with a sign labeling it as _'Casa de El Fuerte' _in red, white and green letters along with a cartoon caricature of a masked man dressed like a chef.

"We're here," Hinata happily shouted, finally releasing her stranglehold on the two boys and they collapsed to their knees clutching at their sore throats.

"Hinata!" a voice called out and she turned to find a familiar dark-haired girl in a schoolgirl outfit and white headband.

"Sakura!" the Taiyo high student replied and rushed over to greet her childhood friend and then noticed two more familiar faces, "Natsu! Kei!"

"Casa de El Fuerte, huh?" Batsu asked looking up to the sign.

"I've heard of that guy. He used to be a big time luchador who went on to compete in one of the Street Fighter tournaments," Kyosuke added looking warily towards the sign, "From what I hear he's a bit…'off the wall' so to say."

The duo and several onlookers watched in amazement as the aforementioned Mexican wrestler-turned-gourmet chef suddenly leapt out from behind the sign with a frying pan and in hand.

"It's super dynamic cooking time!" the high-energy warrior shouted as he flew towards the crowd and landed gracefully on his feet to the cheers of the awestruck spectators and stopping to pose for pictures. "Hello and welcome to Casa de El Fuerte, where I deliver a smack down of scrumptious delights from all the corners of the world! It is simply enough to send you straight to the heavens!" the short man roared triumphantly.

Batsu looked around and noticed several familiar faces amongst the spectators.

Directly across the street from the restaurant the pink-clad developer of the Saikyo-ryu martial art, the one and only Dan Hibiki, put up a futile effort to distribute more flyers for his dojo as more and more passersby were drawn towards the restaurant, more concerned about getting a fresh meal in their tummy than learning a brand new style under the so-called 'greatest.'

Not much farther away the woman warrior biker Akira Kazama reclined against her motorcycle as her older brother Daigo and his associate Edge fought in vain to restrain the mighty Gan Isurugi from plowing through the line of people waiting patiently for admission, a task that was next to impossible when he was hungry, which was almost every other minute.

The hot-headed baseball star Shoma Sawamura and the calmer soccer player Roberto Miura showed up to mingle with Hinata, Sakura, Natsu and Kei, while not much farther away the American exchange students from Pacific High, Roy Bromwell, Tiffany Lords and Boman Delgado would all arrive in a limousine.

To him it was like one huge reunion, the last time all of them being together to fight Kurow Kirishima and a possessed Hyo Imawano.

"Hey Batsu! Kyosuke! What's up?" another voice called out.

The duo turned to see two brothers approaching them, both of them wearing black baggy pants and long, sleeveless salmon Kung Fu shirts, yellow wristbands and sneakers. The first brother had long hair worn in a traditional Chinese queue covered by a blue baseball cap with a yellow visor, a white shirt with blue trim and carried a skateboard, while the second had shorter brown hair with long bangs and wore a red shirt with a pair of rollerblades slung over his shoulder.

"Yun and Yang? What are you guys doing here?" Batsu said running over and shaking hands with both of the Lee Brothers.

"Just passing through and visiting a few old friends, that's all pretty much," Yun replied straightening out his cap.

"Knowing you Yun, I doubt that's 'everything,'" Kyosuke replied.

"What? A guy's gotta have some fun every now and then!" the elder Lee sibling said raising his hands into the air as his brother and Batsu both stared sharply at him.

"Please don't remind me," Yang grumbling burying his forehead in his palm.

"Well it looks like you're just in time for some event of importance," Kyosuke said motioning towards the restaurant.

"So that guy's still in business, huh?" Yun asked staring at the small building and the line of people waiting outside, "With some of the stuff he's whipped up in the past I'm surprised he's still in business."

"Yeah, I heard about that stuff he gave to Zangief and Honda. I don't think either one of them was ever the same after that," Yang added with a shudder.

"It's that bad huh? Aw damn it," Batsu said shaking his head, "just when I was about to get an appetite."

The doors finally opened and the line of people began piling inside and they were able to hear Hinata shout, "C'mon Batsu and Kyosuke! You're gonna miss out!" just before she and Natsu barely managed to slither around the wall of muscle and bone known as Gan.

"No! No damn it!" they could hear Dan Hibiki crying out, "Please, I'll give you your first round of lessons for free! Heck, I'll even throw in an autographed 8" x 10" glossy of yours truly and some free workout gear, compliments of Dan Hibiki, Incorporated!" the pitiful entrepreneur called out as the last person disappeared through the door, leaving him, Akira, Sakura, Batsu, Kyosuke and the Lee Brothers out in the cold.

"Well it was worth a try," Yun sarcastically said to Dan, who almost appeared to be on the verge of tears at his latest failure.

"Oh hey there, haven't seen you boys around in a while," Akira said walking over to the duo.

"Hey Akira, how have you been doing?" Kyosuke asked.

"Hanging in there as always," she replied, "Pissed as always that my school won't let me work in the garage, but I'm almost outta there anyway. Getting the hell outta dodge once I'm done."

"Heh, you're not the only one," Batsu replied scratching his chin, "Don't know where I'm going just yet though."

"Then again you are typically one to rush into things without proper planning," Kyosuke remarked.

"Hey!" Batsu roared at his cousin, "I do a lot more planning than you think!"

"Right, sure you do," Kyosuke replied with a roll of his eyes.

"Well I don't know about you two lovebirds, but I'm starving," Yun spoke up motioning towards the front doors.

"You sure you want to be around Batsu and his most dreadful table manners?" Kyosuke asked, inviting another frustrated grimace from his cousin.

Just as the Taiyo High hero opened his mouth to scream there was a loud roar from above, causing him to look down at his hands and wonder if he really had that much power.

"Look!" Akira said pointing to the sky, causing Batsu to breathe a sigh of relief that he wasn't possessed by some evil entity.

The group of youngsters looked up to the sky where a streak of fire raced at an alarming rate, prompting several other onlookers to stare anxiously as it suddenly began descending towards them and finally retreat as it got closer to the street. Looking to each other, the youngsters scattered and then braced for impact, only to stare in awe when the 'comet' landed feet first on the pavement.

It was a figure made of fire.

"Where am I?" the blazing figure spoke before shouting "Flame off!" and taking on the appearance of a normal blond-haired man clad in a blue uniform with large 4 embroidered on his chest.

"And people thought you were hotheaded," Yun quipped to Batsu, who stared in awe at the unusual newcomer.

"Um okay, can somebody please tell me where I'm at?" the man asked impatiently, "Wait a minute, I'm the Human Torch! You guys should know who I am!" he said pointing towards the group of young warriors.

They all looked to each other in confusion before Sakura spoke up, "Uh no, sorry we don't know who you are. Are you supposed to be somebody famous?"

Johnny Storm's mouth fell open as he found himself deflated, "Don't you people know who the Fantastic Four are?"

"Well I'll admit your entrance was fantastic, but other than that no," Kyosuke replied.

"Yeah, I've seen flames used before, but that was pretty original," Batsu added.

"Don't patronize me, junior," Johnny replied furrowing his brow towards the high school student.

"What?" Batsu shouted, "I'm so going to kick your ass for that!"

Johnny found himself laughing at the threat, "Son, I've battled would-be conquerors from other dimensions. What makes you think I wouldn't be able to handle some pipsqueak runt like you?"

"Oh you're so going to get it now," Batsu growled getting into his fighting stance.

"Oh yeah, now it's on!" Yun whooped, "Sorry Batsu, but that entrance did it for me. I gotta go with 'Fire Man' on this one!"

"Human Torch," Johnny corrected.

"Then I'm kicking your ass next!" Batsu snapped as he went for his first attack, only to halt himself as the Human Torch suddenly ran into the restaurant.

"Ha, well whatta ya' know? Looks like I've already won the fight before it even started," Batsu laughed, just as a lightning bolt struck from above and within the blink of an eye, he along with Sakura, Akira, Yun and Dan all vanished, leaving behind a shell-shocked Yang and Kyosuke.

Johnny pushed his way through a number of patrons before finally reaching the wall mounted plasma screen TV at the opposite side of the room, drawn to it by a sight he didn't expect.

"Ben?" he called out in disbelief.

XXXXXXXXXXXXXXXXXXXXX

**New York City, New York**

"SLASH ELBOW!"

The powerful elbow strike sent Hugo Andore reeling against the ropes, yet somehow the 'Iron-Blooded Giant' managed to hold on before he could tumble out of the ring.

"C'mon Hugo, don't give up on me now!" his managed Poison shouted from outside the ring, striking her riding crop against the apron to snap him out of his slump.

Using the ropes to pull himself back to his feet the giant violently shook his head and once again made another head on charge towards his opponent, who would duck underneath his attempted clothesline and deliver a drop kick to his massive back.

"Weak!" called out his opponent, a scarred muscular man with long blond hair kept out of his eyes by a red bandana and wearing olive green overalls, matching open fingered gloves and brown combat boots.

Alex had been fighting his long-time rival back and forth now for several minutes, but the tide was beginning to turn in his favor as the capacity crowd rallied behind him, chanting 'LET'S GO ALEX!" in unison.

The reigning Street Fighter champion leapt over an attempted 'Meat Squasher' and then ducked beneath a 'Giant Palm Bomber' aimed at his head before he leapt into the air and grabbed the behemoth by his neck and spun around drilling him head first into the Capcom Wrestling Association's (C.W.A.) logo in the center of the ring, a move he called the 'Spiral D.D.T.'

The crowd exploded with delight as they could sense the end was near. Now all that needed to happen was for Alex to put the exclamation point on the finish.

With a mighty roar Alex signaled for his signature move and he waited for Hugo to stagger back to his feet before running up behind him and performing two German Suplexes in succession before he leapt into the air and delivered a mighty Power Bomb, the crowd shouting 'HYPER BOMB' as the giant's back connected with the canvas.

His opponent finished, Alex threw himself onto the prone being and waited patiently as referee Harry Hicks counted to three and the bell sounded.

_"Ladies and gentlemen, your winner of tonight's main event and still world heavyweight champion, ALEX ROCKMAN!" _the announcer called out triumphantly as the referee handed the street fighter his championship belt and he climbed the nearby turnbuckle to soak in the cheers of the adoring crowd, blinded by the flashing of cameras as he posed with his belt held high and proud.

The festive atmosphere came to an abrupt halt as Alex's 'Jazzy NYC' entrance theme ceased and all eyes were diverted towards the entranceway beneath the Slammer-Tron, where there stood a massive figure whose features were obscured by a trench coat and fedora.

"So this is where the tough guys hang out, huh?" the figure asked in a gruff voice as he marched towards the ring, many of the fans not knowing what to make of the mysterious new challenger.

Alex was not intimidated and stood in the center of the ring. He was never one to back down from a fight and would once again show the world why he is both the current Street Fighter champion and C.W.A. world heavyweight champion. He waited as the mysterious figure carefully stepped over the top rope and approached him.

"I take it you're supposed to be the big tough guy around here?" the figure asked.

"Yes I am. Looking for a challenge?" Alex asked.

"Heh, been a while since I had one. Why not? Game on, kid!" the man asked throwing off his coat and fedora, causing many of the spectators to gasp.

The man, if he could be called that, appeared to be made entirely of stone, a bulky orange figure that closely resembled a golem clad in a pair of blue spandex pants with a number 4 on the waist.

"Ben Grimm," he said extending a four-fingered hand to Alex.

"Pleasure to meet you," the champion replied accepting his handshake, "and I accept your challenge."

"That's what I was hoping to hear," The Thing nodded and looked to the fans, "Now why don't we give these people their money's worth?"

"Let's," Alex replied and went for his first attack.

"FLASH CHOP!" he shouted, charging towards the rocky figure with a sonic driven knife-edged chop, which only staggered his opponent, who responded with an uppercut that he barely dodged before catching him with a hammer punch that knocked him back a few steps followed by a front dropkick that took him to the mat.

_"Damn, that was like being hit by a freight train," _Alex thought to himself as he pushed himself to a knee, _"but I'm not going to let that stop me. Beating Gill sure wasn't a walk in the park."_

Alex leapt into the air and through a dropkick of his own at the rocky behemoth, who saw him coming from a mile away and blocked the attack before the champion ducked low and surprised him with a rising shoulder strike before following up with his 'Air Stampede,' bringing his big feet down onto the man's shoulders.

The Thing was only mildly staggered by an attack that would have left a normal man writhing on the ground in pain and managed to catch Alex before he could land, dropping him onto his shoulders in an Argentine Backbreaker before tossing him off to the side with one hand.

"Gonna take more than that kid," Ben chuckled ambling over to his opponent before the street fighter showed he had another trick up his sleeve.

"STUN GUN HEADBUTT," Alex cried out launching himself towards the Thing and unleashing four rapid fire head butts on his opponent, who was knocked backwards and left him open for another super attack of his.

"BOOMERANG RAID," the New Yorker shouted alternating between punches and backhanded chops before catching his challenger and hitting him with a German Suplex to finally take him off his feet.

The Thing grunted and pushed himself back to his feet, "You're a lot tougher than a lot of the punks from the U.C.C.W. that's for damned sure."

"Thanks, you're definitely no pushover yourself, but right now we've got a match to continue," Alex said rising to his feet and charging towards the golem-like being, engaging him in a collar and elbow tie-up leading to a test of strength which once again found him being tossed across the ring like a rag doll.

Aside from his battles with the massive Hugo and the god-like Gill, the New York native wasn't used to being manhandled like this, yet the support of his fans continued to drive him forth. He also noticed some of the fans were starting to get behind Ben and there were now dueling chants in the packed arena.

Alex waited for Ben to come to him and launched himself forward delivering a big boot to the man's gut, who in turn would attempt an overhead hammer blow that struck the ring as he rolled out of the way and then got behind his opponent, locking him in a sleeper hold.

"Heh, that tickles," The Thing chuckled as Alex tried to clamp down on his neck, launching himself into the air fast enough to cause the street brawler to lose his grip and go falling back to the ring. With his opponent again eating canvas, the strongman grabbed him by the back of his neck. "Enjoy the ride!" he shouted as he began to spin him around with one hand before tossing him high into the air, only to have the blond-haired man fall into his waiting fist and be launched even higher.

By now the reigning champion ached all over his body as if he had been struck head on by a freight train, yet he still willed himself to continue the match, crawling on his stomach and grabbing the bottom rope in an attempt to pull himself back to his feet.

"It's…not…over yet!" Alex shouted as he reached for the top rope, prompting a look of concern from his opponent.

"Whoa there kid, I think you've had enough," Ben said raising his hands in an attempt to calm him, "You gave me a good fight, but I don't wanna end up sending you to the morgue."

"Don't worry about that…just fight me damn it!" Alex shouted and was again preparing to charge the superhuman, until there was a loud crash from above and the spectators gasped in horror as a figure fell from the rafters and crashed through the middle of the ring.

"What the hell's going on now?" The Thing asked approaching the hole. Alex limped over to investigate as the crowd fell dead silent, not knowing whether to feel shocked or relieved as a black gloved hand reached out of the abyss.

"Carol, what the hell?" The Thing asked as a shapely blonde-haired woman pulled herself into the open, clad in a black one-piece outfit with a lightning bolt-like design on it and a red sash tied around her waist, her identity obscured from the civilians by an eye mask around her eyes.

"Ben we've gotta stop them…they're coming!" Ms. Marvel gasped as The Thing helped her to her feet, the crowd oblivious crowd applauding in relief to see her unharmed.

"Who?" Ben demanded holding her back as she tried staggering towards the ropes.

There was an earth-shattering crash from above, diverting Alex and the fans' attention towards the arena's ceiling, all of them yelling in horror as the rafters began falling towards them.

"_This is just terrific," _the reigning champion thought to himself sarcastically.

XXXXXXXXXXXXXXXXXXXXX

Author's Note: Well it feels good to finally have gotten this out of the way! Whew! I would've gotten this out on X-mas Day, but I got sidetracked by other things so I hope this more than makes up for it.

Some of the interactions I include in this chapter between the new characters are based around on whom I could perceive as possible rivals if this had been an actual game, like Leon vs. Punisher (both of them being weapons experts, plus it could provide intriguing dynamics given them being polar opposites in terms of personality), Jon Talbain vs. Nightcrawler (both of them being misunderstood non-human-looking creatures who are both excellent martial artists and being known for their prowess with certain melee weapons), Batsu vs. Human Torch (both of them being brash, fiery youngsters, yet possessing strong senses of justice) and Alex vs. The Thing (both of them being 'tough guys with hearts of gold'). I could see Mega Man X, Captain Commando or Jin being rivals with Forge due to the fact that they all possess expertise in advanced technology like he does.

For those who you who have never heard of the game, the Capcom Wrestling Association that Alex is champion of is based on the wrestling organization which was featured in "Saturday Night Slam Masters," a highly awesome and highly underrated wrestling game, and later its sequel "Slam Masters II: Ring of Destruction," both games which Haggar competed in and the latter featuring cameos by Balrog and Zangief, the former featuring a cameo by Chun-Li. I wanted to somehow include a reference to that game because I miss it so much and wanted it to have some form of representation in the present times since it has been largely forgotten.

Also, 'Rockman' is not intended to be a canonical last name for Alex, but I included it because to me it felt kind of awkward to have an announcer call out just his forename after he's successfully defended a world title against one of his biggest rivals, hence my reason for giving him a made up last name.

"Mein Gott im Himmel" means "My God in Heaven," "mein freund" is "my friend" and "Herr" means "sir" in German, I wanted to do like they do with Nightcrawler in the comics to lend some authenticity to his German background with actual tidbits of the language.

I also wanted to make a reference to the movies in including the robotic version of Tony Stark's butler rather than the actual flesh and blood butler he has in the comics. I could come up with a cover story that Edwin Jarvis was once an actual person who dies, but then Stark uploads his consciousness into a machine so that he may continue to serve him even after his passing.

Once again, this is for anybody keeping tally:

**Marvel**

Heroes:

The Punisher, Nightcrawler, Forge, Human Torch, the Thing, Ms. Marvel

Villains:

Apocalypse, Sabretooth, Toad

**Capcom**

Heroes:

Samanosuke Akechi, Tessa, Regina, Leon Kennedy, Jon Talbain, Mega Man X, Jin Saotome, Captain Commando, Hayato Kanzaki, Batsu Ichimonji, Dan Hibiki, Akira Kazama, Yun Lee, Alex

Villains:

Bison, Demitri Maximoff, Dr. Wily, Urien, Vega, Vile, B.B. Hood, Hauzer, Rolento Schugerg

Well that's it for the time being and I hope I've covered everything in this latest update so as always, read and review!

This is Metal Harbinger saying SPREAD THE SICKNESS, ONE MIND AT A TIME! \m/ and a Happy New Year too!


	4. Clash of the Heroes

Author's Note: And once again I return and also once again, I wish to give thanks to those who were kind enough to review!

Now for a few obligatory shout outs:

**kelly: **It must be an act of fate that you stumbled across this story accidentally, and an even cooler one since it led you to leave a review! *Epic music plays in the background* I'm glad you liked the clash between Alex and Hugo, which I felt would only be proper given that they have that special rival stare down in their fight intros. I'm sorry to disappoint with the mysterious trench coat guy not being Q, but I had known for sure I wanted to have some form of representation for SF3. Adding the Thing had been on my "to do" list from the beginning when I was brainstorming ideas for this fic. Hope that little hiccup won't deter you from continuing to follow (or stalk) this story.

**iceangelmkx: **D'oh! I can't believe I overlooked the fact that Big Macs are not served at Burger King, but then again I haven't been to either restaurant in a long, LONG time. Thanks for pointing that out, and in the process reminding me to bitch slap Deadpool. I'm glad you liked his dialogue and him using the "Marvelous" word bubble in an attack was kind of my play on his 4th-Wall Crisis hyper combo. Also, adding Nightcrawler was on my "to do" list as well, it's definitely far beyond me why he hasn't been featured in a fighting game, not counting the lesser known "Mutant Academy" titles. As for Rolento, he kind of came in through the circumstances that I needed an acrobatic character to play off Nightcrawler and his abilities, plus I figured "What the hell?" since he was always one of my favorite characters in the Alpha series and I'm very gung-ho about playing as him when "Street Fighter x Tekken" comes out.

Okay now that I've gotten those out of the way, it's on with the story!

Chapter 4: Clash of the Heroes

**Asteroid M**

Bison watched the monitor silently as the newly-reprogrammed Sentinels piled the last of the Acolytes into the furnace, their bodies quickly reduced to ash. It had not been an easy task as the loyal followers of Magneto fought valiantly to keep the base within their possession, but ultimately it was the combined might of the Shadaloo overlord and his newfound followers that overcame their ranks. There had been no mercy for any who survived the initial onslaught.

He looked towards the large window, where Earth stood before them in the distance like a massive jewel waiting to be plucked from the darkness surrounding it.

"It appears as if things are coming along smoothly," the Shadaloo overlord spoke to the ancient mutant standing next to him.

"Yes, and with this newly-acquired base of operations we will have the resources necessary for a prolonged commitment against those who would oppose us," Apocalypse added looking towards the assembled force of new and old faces who had been pulled from various locations within time and space.

Among them were the mutants Sabretooth, Toad and Omega Red, a mercenary with photographic reflexes known as the Taskmaster, a homicidal psychopath bonded to an alien symbiote known as Carnage, the warrior of the Skrull Empire Kl'rt, better known as the Super Skrull, the other dimensional rulers Dormammu of the Dark Dimension, Shuma Gorath of the Chaos Dimension, Blackheart of 'Hell,' and Jedah Dohma of Majigen, the Titan conqueror known as Thanos, the empowered human Juggernaut, criminal masterminds the Green Goblin and the Mandarin, the brainwashed former Soviet assassin Winter Soldier, the mutated petty criminal the Sandman, the ancient pharaoh Anakaris, a murderous zombie rocker called Lord Raptor, a psychotic Darkhunter called B.B. Hood, the militia leader Rolento Schugerg, and the earth dragon Hauzer, in addition to all of the villains who had assembled at Bison's headquarters.

"Ladies and gentlemen, I am deeply honored that you could be here to join us in this endeavor-" Bison spoke before he was rudely cut off.

"Just cut the crap Bison and tell us why we're all here!" Sabretooth growled before he was surrounded by a purple aura and lifted into the air.

"You had best mind your manners if you wish to continue breathing, Mr. Creed," Bison retorted, his eyes glowing as he held his glowing hand in front of him, clenching his fingers and cutting off the savage's breathing, wanting him to suffer as a means of making his point before releasing him. Toad and Lord Raptor snickered at their colleague's predicament, only to be silenced by a death glare from the mad dictator.

"Before I was so rudely interrupted I was going to explain why your presence was requested," Bison said looking back to the Earth behind him, "We are all individuals with powerful adversaries that have thwarted our plans time and time again," he continued, stopping to let his words sink in.

Some of those present regarded him with a hard stare, their egos deflated as they were forced to acknowledge their previous defeats and the bitter aftertaste that came with it.

"It pains me to concede to such failures as well," the dictator nodded looking over to Apocalypse, who remained silent. "Yet it is with such knowledge that we must allow it to be the force which drives us to overcome said nuisances and enable us to finally accomplish the goals which have long eluded our grasps."

Again Bison took the time to survey the faces of the assembled rogues' gallery. Some of them wanted power, some wanted wealth, some wanted revenge, and then there were those who just wanted blood plain and simple.

"I am fully aware there are those of you who harbor your differences with each other, but now we must come together and fight, to squash those bothersome bugs who stand before us…the X-Men, the Avengers, the Fantastic Four, the Street Fighters, the Darkstalkers…we must unite as one to destroy them all."

The gathered miscreants whispered amongst themselves before Taskmaster spoke up, "And just how do you expect this alliance to work out? We're not exactly the well-oiled machine you thought you'd be getting in the mail," he said looking over to B.B. Hood, who grinned evilly with her Uzi clenched tightly in her right hand.

"You dare question our judgment?" Apocalypse boomed, forcing the masked mercenary to slink back down into his chair and mutter a quick "No" before he looked away in shame.

Vega was next to rise to his feet, "With all due respect, just how do you wish to accomplish this 'merger' of the two worlds as you have spoken of?"

"It is far simpler than you could ever hope to imagine," Dormammu said rising to his feet, "There are those of us who possess the magical abilities which could make this occur within minutes as opposed to the 'modern technology' you have spoken of, which would take years for any of you to accomplish without our guidance," he spoke, earning sharp glares from Dr. Doom and M.O.D.O.K.

"Then let it be done. Commence the merging at once," Apocalypse spoke turning to face Earth while Bison smirked behind him.

XXXXXXXXXXXXXXXXX

**New York City, New York**

Ryu grunted loudly, clutching his head as he collapsed to his knees, feeling like a chain reaction of nuclear explosions had just occurred within his brain.

All he could remember was the blinding flash of lightning, yet he could still feel pain, a sign he had to be alive. He wanted to open his eyes to make sure, yet the intense pain prevented him from doing such, his muscles in his face tensed up and his jaw locked in place.

_"Focus," _his mind told him, repeating the word over and over again.

Punching his fist against the concrete he grunted loudly and through sheer force of will was able to shoot his dark eyes open…only to find he was no longer in the forest.

It was only when the realization hit him that he was finally able to make out the loud honking of car horns below, the flutter of helicopter blades and the muffled ruckus of loud music in the distance.

The scene wasn't entirely alien to the martial artist as he recognized several of the buildings along the nighttime skyline and in the distance could make out the Statue of Liberty, having traveled here before with his best friend Ken.

"How can this be?" he asked himself looking over the ledge at the flurry of human activity below, a far cry from the tranquility of the forest.

A loud _'snikt' _distracted Ryu from his train of thought and he whirled around to find a short man clad in a strange yellow and black spandex outfit with blue boots and gloves, three metallic claws extending from his gloves.

"What the hell?" the short man demanded in a gruff timbre turning to face Ryu, "Hey Karate Kid! Any idea what the hell's happening here?"

"I'm afraid I cannot answer your question. I'm just as confused as you," Ryu replied.

"Well whatever it is, it's pretty damned fishy and so are you just popping up from outta nowhere," Wolverine grunted, clashing his claws together. His tone was all business and the sharpened edge in his words was a telltale sign he was looking for a fight.

Ryu said nothing and went into his fighting stance, his new challenger roaring loudly as he charged towards him with his claws extended.

Unknown to both men, the Dark Ansatsuken master Akuma watched from atop a water tower on a nearby building, having at last found his elusive quarry, yet at the same time he sensed a powerful energy from the new opponent he faced off against, one which greatly intrigued him.

_"Perhaps this could be interesting. The worm is mine to finish and then once I'm done with him, I will destroy this new whelp."_

XXXXXXXXXX

Not too far away Tony Stark a.k.a. Iron Man was flying through the air at Mach speeds, trying to escape the mysterious winged lady chasing after him.

"Mm, I love it when a man plays hard to get," he heard the seductive purr from above, normally something which would have melted his cool playboy persona and left him becoming hornier than your typical red-blooded teenaged male, wanting to get the woman to the nearest bed right away.

There was something different about this woman though, aside from the wings on her back. She possessed an inhuman demonic power he had never before experienced, wondering if she was out to steal his soul.

It wasn't the only dilemma the armored superhero was facing as he was also stuck pondering how he suddenly got from the Mojave Desert to New York City.

The last thing he recalled was that massive thunderstorm fast approaching his group, followed by the others trying to seek shelter in a nearby cave, while he attempted to fly away. Next thing he knew there was a blinding flash and he was on a rooftop along with some attractive green-haired lady coming onto him. Before he could succumb to her wiles, his armor's built-in systems started going haywire, a sign that something wasn't right. It wasn't long before wings were sprouting out of her back and she was attacking him with bunch of spiked protrusions.

Whoever this 'woman' was, she was damned fast and there was no outrunning her. He had to fight back.

Taking an abrupt right, the armored warrior nearly clipped a skyscraper before spinning around to fire a repulsor blast at his opponent, the mystery woman transforming into a cluster of bats which would soon envelop him.

"Damn it," Iron Man muttered, spinning around firing wildly, but there were too many of them.

"Hello handsome," Morrigan giggled appearing through the swarm, "I see you like playing with really dangerous toys. How about you show me the inner workings of this?" she asked and before he knew it, Tony Stark was flying backwards through one of his own company billboards and crashing through a parked city bus.

XXXXXXXXXXXX

"Leon, come in!" Chris Redfield shouted into his earpiece, "Regina, Spencer, are you there? Anybody? Somebody talk to me damn it!"

The B.S.A.A. agent sighed in frustration and with all the force he could muster, kicked a discarded crate aside.

His agitation quickly gave way to fear as he thought of his missing colleagues and wondered if they were even alive following that flash. He had thought it to be some kind of self-destruct sequence going off, but yet here he was still very much alive…and no longer in that hidden facility.

Spotting the Statue of Liberty in the distance he now knew he was in New York and somehow ended up on a rooftop, where he could hear a low rumble from nearby.

Chris drew his sidearm and crept along a nearby billboard, the sounds of another battle in the distance drawing his attention. _"What the hell is going on here? It's like I just wandered into the middle of another warzone," _he thought to himself hearing a loud crash coming from below as he crept along.

And then everything went dark.

"What the?" Chris asked himself looking down, barely able to see anything. When he looked up his eyes widened, finding himself within the shadow of a giant that made your average Tyrant look miniscule.

The green-skinned colossus let out a loud roar as it drew its arm back, the agent barely having enough time to duck underneath as its meaty fist struck the billboard behind him and sent it flying below.

Chris' finger clamped down on the trigger and he fired a barrage into the brute's chest and face, yet his rounds seemed to have no effect.

"Small gun cannot hurt Hulk! HULK SMASH PUNY MAN!" the giant roared leaping into the air with its fists raised above its head, striking the concrete as Chris barely leapt out of the way. Unknown to the field agent, the Hulk had driven its hands through the roof and with a mighty 'oomph' sent a tremor of broken concrete flying towards him, again forcing him from his feet and sending him landing hard on his stomach, gun still in hand.

XXXXXXXXXXXXXX

In a nearby bar Dante Sparda raised his gun just in time to block his face from being stricken by a katana, raising his other gun he shot the blade away.

"Eh, I was getting bored with all this swordplay anyway," the man in the red and black spandex laughed withdrawing his submachine guns and firing away, sending the devil hunter leaping for cover behind the bar.

_"Way to give away your strategy pal," _Dante thought to himself as he withdrew his sword Rebellion and laid it upon the bar's counter and sent it sliding along, cutting through anything in its way as he moved along dodging the bullets, broken glass flying behind him.

"Ha, you're not the Flash buddy, you can't run forever!" Deadpool laughed as he continued firing away like the madman he was until Dante caught his sword at the end of the counter and leapt towards him, forcing him to draw his own katana.

"Who says I wanted to run?" Dante asked as his sword clashed against the mercenary's, executing a flurry of back and forth blows until their swords again locked, both of them leaping backwards and drawing their guns.

"Well go ahead punk, make my day!" Deadpool spoke in a gravelly tone.

"Gladly," Dante smirked while they simultaneously pulled their triggers.

XXXXXXXXXXXXXX

The roar of a motorcycle's engine cut through the silence of a back alley as the Ghost Rider sped through, wondering to himself how he had suddenly wound up here.

"Could this be Mephisto's doing?" he grunted quietly as a few homeless people scampered for the safety of the nearest alleyway.

"FORMATION B!" a voice called out from above, followed by a fireball being launched in his direction and striking his motorcycle, sending the dark vigilante flying off and hitting the tarmac with a loud thud.

Without a word, the demonic biker pushed himself back to his feet and withdrew his enchanted chain, looking upward to a streetlight where he saw the likely perpetrator standing on the narrow surface, a young man in a blue sleeveless suit with a red scarf obscuring his mouth. In his hand he held a tonfa-sword of pure plasma energy and had a small satellite-like device hovering next to him.

"I would pray now. A lot," the Ghost Rider said twirling his enchanted chain.

XXXXXXXXXXXXXXX

"What kind of sorcery is this?" Samanosuke Akechi demanded, finding himself in a strange new world that had to be some kind of nightmare come to life.

There were no open fields, forests or wooden buildings he was used to seeing, only strange new kinds of 'castles' so tall they reached into the heavens, some of them covered by strange flashing signs that could show people moving, like they had been captured by some form of magic and trapped inside those boxes. Beneath him there were people of a whole different race, dressed in kinds of clothing he had never before seen and wielding small handheld devices that made all sorts of weird noises. Not only that, he saw what must have been a kind of 'mechanical carriage,' moving faster than any horse he had ever seen and making loud noises that forced him to cover his ears.

"How could I have ended up here?" he asked aloud, distracted from his thoughts as he was blinded by a light from above.

Hovering in the air above him was something unlike anything he had ever before seen, like it was some kind of 'demonic bird' made entirely of metal with a light coming out of its 'belly.'

"This is all too much," the samurai muttered to himself before turning on his heel and running along the rooftop, using his great agility to leap to shorter building and then to yet another. All he knew was he had to get out of there and fast.

Where he would go he had no idea, until his progress was cut off by another one of those 'demon birds,' but now he could see other human beings inside this beast, all of them wearing strange battle armor.

"The soldiers of a rival daimyo?" he asked while staring at the strangely dressed man pointing a large light at him, just as he felt something brush against his foot.

The samurai looked down to see a strange object lying next to him, one that almost resembled a ball, yet had some strange designs that left him staring in confusion.

Then there was a powerful blast of light that blinded him, almost like sunlight had been captured and placed into that tiny ball.

Samanosuke cried out in pain as the light stung his eyes and he swung his sword around wildly thinking he was about to be ambushed by the Genma. Indeed he had heard the footsteps rushing towards him from behind and shot his sword out, only to have it clash with more steel and find him struggling against an unseen opponent.

It took several moments for the samurai to be able to focus again after being blinded, but as his vision slowly returned he found himself face to face with a dark-skinned man who had dark hair cropped closely to his head and wore a pair of shades along with a dark trench coat.

"I don't know what the hell you are, but I saw you suddenly appear from out of nowhere like that. You can't be of this world," the man spoke in a dark, brooding tone over the metallic shrieks of their swords grinding against each other.

"And neither can you," Samanosuke replied noticing the man's fangs.

The dark-skinned man shot his foot out kicking the samurai in the gut and sending him staggering backwards, barely able to keep a grip on his katana. He would be knocked to the ground a second later as the man delivered a roundhouse kick to his face.

With a mighty roar Blade brought his sword down, but his opponent quickly rolled out of the way and went to trip him, forcing the half-vampire warrior to leap backward and toss a teakwood dagger at the prostrate man, who also somehow managed to avoid it and rolled back to his feet. He raised his sword and prepared to deliver another attack, but came to a halt as he noticed a strange 'gauntlet' suddenly materialized upon his opponent's wrist.

The gauntlet began to glow an eerie purple color and before long, Blade could feel himself gradually weakening, his own life force being sucked out of his body.

"No…not like this…" he muttered to himself as he struggled to keep himself conscious, unable to reach for any of his other weapons the magical hold was so strong, until there was a loud _'whoosh' _from above and both competitors found themselves knocked from their feet.

Samanosuke was knocked from his feet as a red and gold blur soared above him, just inches away from clipping his head, followed by a winged figure surrounded by greenish flames.

The samurai warrior had completely forgotten about his opponent and stood on a knee with his sword raised as he watched the figures battling back and forth above him, one a figure clad in armor that somehow allowed him to fly like a bird, perhaps another samurai, and the other a green-haired, fair-skinned woman with large wings protruding from her back.

_"Damn it, I'm getting low on power," _Tony Stark thought to himself as he raced around the skyscrapers, now finding himself on the run as that mysterious woman, if she could be considered such, flew after him at speeds rivaling his built-in jet boots.

"Damn," he grunted loudly as he barely dodged a sharpened appendage thrust in his direction. He spun around to see the woman's wings had suddenly transformed into hundreds of little snake-like spears shooting their way towards him, sending him through another obstacle course as he maneuvered his way around to dodge whatever entered his path. The tentacles flew at him from all directions until he came to a sudden halt before a skyscraper where he saw several flashes of light coming from within, kicking his boosters into overdrive before several barbed tips could impale him, instead finding their way into the backside of a certain "merc with a mouth."

"GYAAAAA! Knives in the ass! Not cool!" Deadpool cried out.

"He's sure not the 'up close and personal' type," Morrigan said to herself as she searched around for her armored target, who had somehow managed to elude her grasp, "Maybe that little toy of his has some more tricks I don't know about.

Unknown to Morrigan, Iron Man was closer than she thought and was preparing for one of his more powerful attacks.

"I'm sorry darling, but you're asking for it…UNI-BEAM!" the armored Avenger called out before firing the concentrated beam from his chest plate, striking the succubus head on and knocking her out of the sky, watching as she fell to Earth.

"Gotcha," Chris Redfield called out as the succubus fell near the rooftop he presently occupied, catching her by the wrist, "Hold on tight!" he grunted, able to hear the thunderous footfalls of the green giant nearby.

Morrigan was about to thank him when something far beyond caught her attention.

In a nearby back alley, Strider Hiryu back flipped to avoid a spire of magma shooting out from the ground before him, catching himself a brick wall and then launching himself towards the Ghost Rider followed by an energy trail.

The flame-headed antihero dashed backwards to avoid the attack and then whipped his enchanted chain upward to strike his attacker, who would catch himself in midair and then roll beneath it.

"You are either very brave or very stupid to challenge the Ghost Rider," the dark vigilante remarked, his opponent narrowing his dark eyes towards him.

"HELLFIRE!" Ghost Rider called out, breathing a plume of fire the ninja assassin would teleport to avoid, copies of the man suddenly appearing and kicking away at the demonic biker's flaming head, managing to stun him long enough for his opponent to follow up with another slam of his sword accompanied by a shockwave that served to only stun the antihero.

Hiryu attempted to continue the assault, but Ghost Rider had recovered and went for his 'Chaos Bringer' attack, which failed to catch the ninja, but did manage to steal his sword away from him.

"Heh, you're not so tough without your little toy," the antihero taunted.

"FORMATION A1," the ninja called out and Ghost Rider looked over his shoulder to see a robotic panther charging towards him, which he would shoot his flaming 'Chain of Rebuttal' outward to deflect.

"FORMATION B," Strider again shouted and his opponent was struck from behind as his miniature satellite launched a fireball into the demon's upper back, once again serving to stun him temporarily. He again launched himself through the air and struck the flame-headed warrior from behind.

"JUDGMENT STRIKE!" Ghost Rider shouted whipping his chain outward and striking the ninja with numerous smaller fireballs, sending the young man flying through a nearby window.

"It is only a matter of time before your soul is cleansed…I smell the filth emanating from you," the Spirit of Vengeance spoke slowly approaching the abandoned building, until he was distracted by a phenomena occurring in the nighttime sky above.

Meanwhile on a nearby rooftop, it had been an intense back and forth struggle between the wandering warrior Ryu and the violent hero Wolverine, both men leaping with acrobatic grace along the rooftop and pulling off impressive displays of athleticism as they did whatever they could to avoid the attacks they threw at each other.

With a loud grunt, Wolverine performed a leaping slash directed at his opponent's chest, which the man would leap backwards to avoid and then another directed at the same location, which Ryu would similarly leap backwards to avoid before attempting to counter with a roundhouse kick directed at his yellow-clad assailant's face, who would bring his claws up to block.

"Too slow kid," the X-Man taunted as he caught Ryu's foot and pulled him close, delivering a hard head butt that sent him rolling backwards.

_"Damn it, that felt like steel," _the martial artist thought to himself as he slowly rose to his feet, only to find the berserk savage charging towards him, bringing his wrist up to deflect the man's attempted swipe and then launching himself upward.

"SHORYUKEN," he cried, a metallic clank following as his fist connected with the man's exposed jaw and sent him flying high into the air before he hit the ground with a thud.

A loud explosion rang out from above and the martial artist found his eyes drawn to the sky, an ominous light emerged from the clouds and from that light a tornado-like spire of fire was born, and it was heading towards the earth!

Unknown to the two warriors, they weren't the only ones mesmerized by the ungodly sight.

Iron Man and Morrigan Aensland, Chris Redfield and the Incredible Hulk, Dante Sparda and Deadpool, Strider Hiryu and Ghost Rider, Samanosuke Akechi and Blade, all of them stopped in the middle of their respective battles to observe the atmospheric spectacle occurring before them, some of them wondering if this sudden event could have any connection to the appearances and disappearances, as well as what had brought them to New York…

…and then the spire slowed in midair and began taking a humanoid shape, causing all of the Marvel heroes to gasp in terror.

"This…is…bad…" Wolverine muttered.

"Dormammu!" Iron Man shouted, "What the hell is he doing here?"

The inter-dimensional conqueror laughed maniacally as the vortex swirled above him and meteorites began falling to the earth.

"Welcome to the end!"

XXXXXXXXXXXXXXXX

Author's Note: Hello once again to all of my loyal viewers…if there are any of you left by this point...at least I have returned to you!

It has been nearly 3 months since I have updated this and unfortunately, I ended up finding myself caught up in a few different projects that really sapped all my attention away from this project, but with all the ideas I've had for this I'm determined to not just give it all up.

Obviously this chapter was inspired by the intro of "Marvel vs. Capcom 3," albeit with some major changes, most notably the inclusions of the battle between Strider Hiryu and Ghost Rider, which I decided to incorporate as a battle of the existing characters, and then the battle between Samanosuke and Blade to represent some newcomers. Of course the inclusions of Akuma (a lone wolf villain in this story) and the other assembled villains is something new as well.

My decision to have Akuma observing the Ryu/Wolverine clash is inspired by Wolverine's ending from "X-Men vs. Street Fighter" where he is challenged by Akuma on the dojo rooftop from Ryu's SF2 background, as well as Wolverine's "Marvel Super Heroes vs. Street Fighter" ending where Cyber Akuma acts as if he seems to know more about Wolverine's past.

Once again, this is for anybody keeping tally:

**Marvel**

Heroes:

The Punisher, Nightcrawler, Forge, Human Torch, the Thing, Ms. Marvel, Blade

Villains:

Apocalypse, Sabretooth, Toad, Omega Red, Carnage, Blackheart, Thanos, Juggernaut, Green Goblin, Mandarin, Winter Soldier, Sandman

**Capcom**

Heroes:

Samanosuke Akechi, Tessa, Regina, Leon Kennedy, Jon Talbain, Mega Man X, Jin Saotome, Captain Commando, Hayato Kanzaki, Batsu Ichimonji, Dan Hibiki, Akira Kazama, Yun Lee, Alex

Villains:

Bison, Demitri Maximoff, Dr. Wily, Urien, Vega, Vile, B.B. Hood, Hauzer, Rolento Schugerg, Jedah Dohma, Anakaris, Lord Raptor

I hope that's everybody as this list is getting bigger and bigger and is only going to grow as time goes by.

Well I think that's everything covered so as always read and review! Once again, this is Metal Harbinger saying SPREAD THE SICKNESS, ONE MIND AT A TIME! \m/


	5. Heroes Unite

Author's Note: Once again, your friendly neighborhood Metal Harbinger returns to you after another LONG HIATUS!

Yeah, I've just been caught up working on other projects at the moment, trying to let things come to me at random as usual instead of trying to rack my brain for ideas left and right.

**Iceangelmkx: **You are forgiven for your inability to get back to me right away following your self-imposed exile from the land of ficdom, but welcome back as always. Obviously Bison knows a valuable lackey when he sees one, but then of course I could see him tossing Sabretooth aside when he's done with him. Also glad I could make you chuckle with Deadpool's "Knives in the ass" comment, plus I made the author's note at the end regarding Akuma observing the Ryu vs. Wolverine showdown, inspired by Wolverine's crossover endings.

**Sonicsucks12: **They say good things come to those who wait; you would be wise to heed that advice and read your way through this next chapter. ;-)

**Rocketfist: **Thank you for the support as always, again you have to stay tuned and keep reading for getting what you want. ;-)

**FunnyFaceCrusher: **Glad to please with the fight sequences, you have YouTube to thank for the inspiration. Also a special thanks for reviewing and adding "Dead Rising: Case Greene" to your favorites, that fic isn't dead yet, just on the backburner.

Okay, I've done my shout outs so now it's on with the update!

Chapter 5: Heroes Unite

**New York City, New York**

_"Damn it, does this guy ever shut up?" _Cody Travers thought to himself with an audible sigh of exasperation as he brought his hands up to rub his throbbing temples, feeling the onset of a migraine brought upon by the strangely animated defense attorney's nonstop rambling.

"Alright, I'm telling you Mr. Travers, we're sitting on top of a mountain of evidence here!" Phoenix Wright triumphantly proclaimed as he excitedly threw a sheaf of papers into the air, his client barely ducking beneath them, before he ran over to a nearby bulletin board with a map pinned down to it.

"We've got witnesses here, here and here…oh and over here too who can say that it was that group of thugs who attacked you first," the high-strung lawyer shouted pointing to different spots on the map where pushpins were placed, jabbing away at it in the same way he had noticed the sumo wrestler Edmond Honda attack before. Eventually the attorney's fingers would poke right through the surface and within seconds the bulletin board was reduced to splinters.

"M-Maya!" Phoenix shouted and on cue, a short dark-haired woman in a purple robe came rushing in carrying an easel with another map displayed on it.

"Now as I was saying-" Mr. Wright attempted to continue, only to slip up on a banana peel and go tumbling to the hardwood floor, "I-I-I'm alright!"

Again Cody sighed irritably and placed his shackled hands behind his head, _"If this guy's supposed to be a defense attorney, then I might as well be forgetting what sunlight looks like," _the fallen hero of Metro City thought to himself shaking his head.

"Alright, now where was I?" Phoenix Wright asked aloud pulling himself back to his feet and rubbing the back of his neck, "Oh yeah, Mr. Travers I think we've got everything we need for your defense. At this point, I think it's safe to say you'll be back on the streets in no time…as long as you resort to another means of curing your boredom."

A loud crash came from above and both men found themselves falling to the floor and raising their arms above their heads to shield themselves from the falling debris.

"What the hell was that?" Phoenix shouted.

Cody did not reply immediately and looked upward to the fresh hole in the ceiling, "Something that is very bad!"

The duo looked up to see a gigantic robot hovering over them, its glowing yellow eyes in the process of scanning them.

_"Hostile targets located," _the Sentinel called out in a robotic voice, _"Initiating sterilization protocol."_

"Okay, I'm really not liking the sound of that!" Wright exclaimed as the large droplets of sweat cascaded freely down his forehead.

"Just shut up and move!" Cody shouted grabbing the blue-clad man by the shoulders and dragging him out of the office, just in time for them to avoid an energy blast which incinerated the defense attorney's headquarters.

The two men bolted out of the waiting room and found themselves racing down the hall, past the gum-chewing police officer in charge of Cody's transportation.

"Hey, come back here with my prisoner!" Edi E. shouted drawing his gun and firing into the ceiling, only to find himself knocked from his feet as the corridor shook violently and he looked up to see the rooftop having disappeared and a giant robot looking down upon him.

"Oh crap!"

Meanwhile, elsewhere in the building David King had been in the middle of repairing one of the office building's many toilets when he overheard the commotion.

"What the hell gives?" he grunted rising to his feet and exiting the bathroom stall, only to look out a nearby window and see a gigantic purple and blue robot staring back at him. The towering monstrosity looked at him wordlessly before raising its hand to reveal an opening in its palm where a laser beam was powering up, meaning nothing good for the plumber.

"Damn it," David hissed to himself before whirling on his heel and bolting through the door, only to find himself nearly colliding with a dark-haired man in a blue suit and a blond-haired man in a blue and white striped prison jumper with his wrists shackled together.

"We've gotta-" was all he managed to get out before a deafening explosion came from behind and he found himself flung through the air, thrown against the nearest wall and having all the air knocked from his lungs.

"Crap!" Phoenix Wright shouted as he watched the beige-clad plumber knocked out cold by the blast. He didn't let it slow him down as the same instincts which drove him in the courtroom soon kicked in and he was rushing over to help the fallen man, "Help me damn it!" he shouted over to Cody.

Seeing there were no other options and hearing the thunderous footfalls of the gigantic robots outside, Cody reluctantly ran over and proceeded to help lift the dazed plumber back to his feet under his arms, only to have the dark-haired man snap awake and shove both of them off.

"I can handle myself!" the man snapped, "Now c'mon, we've gotta move if we wanna survive!"

"What's your name sir?" the suited man demanded, "My name is Phoenix Wright, ace attorney-"

"Save the introductions for later, let's just get moving!" David again snapped instinctively withdrawing his folding knife as he proceeded for the nearest stairwell, followed closely by the prisoner.

Within moments the trio had made their way downstairs and outside only to find nothing but pandemonium surrounding them.

"What the hell is this?" Phoenix asked aloud as he observed the carnage.

"It looks like the end of the world," Cody replied.

"Just how it looked back in Raccoon City," David added.

Civilians ran in all different directions and automobiles crashed into each other as their drivers tried to find shelter wherever they could. The wail of police sirens and the rattle of gunfire filled the air, only to be cut off by a cluster of explosions, followed by the screams of agony. To the three men it literally looked like Hell on Earth.

"Look out!" David cried and his newfound companions looked up to see a police helicopter spiraling out of control towards them, its engine ablaze. Without further prompting the trio ran through a nearby alleyway and found themselves on another war torn street.

"C'mon, we have to-" the plumber shouted just before he was cut off by a deafening inhuman roar.

"What the hell is that thing?" Phoenix Wright shouted pointing down the street towards the behemoth blocking their path.

"Beats the hell outta me, but it might be enough to cure my boredom," Cody replied cracking his knuckles.

The abomination before them stood roughly eight feet tall and was clad from head to toe in black leather. Two large rock-like formations were at the end of its upper appendages serving as its hands. What appeared to be the creature's 'head' was a lump of ashen, leathery-looking strips that appeared to be sewn together. Where its mouth should have been there were no lips present, flashing a permanent demonic grin. A single orb looked down upon the motley trio, showing no signs of color.

In its right hand was a massive rocket launcher that looked so tiny in its massive hands, the creature wielding it with great ease as if it were a simple handgun…and it was pointing it straight at them.

"RUN!" David screamed.

The trio again found themselves forced to bolt as fast as their feet could take them, the loud hiss of the rocket behind them, but instead striking a city bus that had swerved to a halt in front of a bistro.

"Okay, we should be-" Phoenix was in the middle of blurting out when a bright red convertible suddenly screeched to a halt in front of him, "-hey, watch where you're going you idiot!"

The roar of the one-eyed monster again came from behind and the trio whirled around to see the beast leaping over the flaming wreckage with superhuman leg strength and landing right before them.

"S.T.A.R.S.," the monster bellowed in a throaty roar.

"Looks like we've got ourselves another joker wanting to play," a voice came from the car and the trio turned to see the convertible's two inhabitants stepping out, the driver being a brown-haired man wearing a suit jacket and green slacks with a camera hanging around his neck, and the passenger a blond-haired man wearing a black and yellow motocross jacket and blue jeans.

"Well I say, why keep him waiting?" the passenger spoke, pulling out a moose head and pulling it on like a mask. The driver said nothing and drew a weapon of his own, a combination weapon consisting of a wooden paddle and chainsaw taped together.

"Wait, where are you guys going?" Phoenix shouted, "That thing is dangerous!"

"Relax, I've covered wars y'know," the driver casually smirked before joining his comrade.

"I recognize that guy," David King told Cody, "That's Frank West, he survived that zombie incident over in Willamette, and that other guy, that's Chuck Greene."

"Oh yeah, he's been on that 'Terror is Reality' show," the ex-con replied as the blond-haired man charged head on into the one-eyed brute, temporarily stunning the monster before he was forced to duck low to avoid being whipped by its rocket launcher.

"Yeah, he's also an outbreak survivor himself," David replied pulling out his toolkit, grabbing both a lighter, can of pesticide spray and some vinyl tape.

"Okay, now really isn't the time for arts and crafts," Cody remarked.

"Relax, I'm gonna help them out," the plumber replied, having crafted a makeshift flamethrower.

"Well I'm not letting you hog all the fun," Cody spoke reaching down to gather a handful of rocks before following after his companion, while Phoenix Wright stood in the background nervously chomping away at his fingernails.

Frank took a swipe at Nemesis with his paddlesaw, delivering a sick blow to the brute's side, but the monster shrugged it off and drew its arm back, a powerful blow which he was barely able to roll beneath. Before he rose back to his feet, the monster was turning around with unexpected speed and shooting a tentacle out of its wrist catching the photojournalist by the ankle and pulling him backward.

"Say goodnight!" Chuck Greene shouted as he again charged head on into the B.O.W. with his moose head, causing it to stagger forward a few steps, but failing to break the monster's grip.

There was a loud _'whoosh'_ and the Nemesis found itself doused in flames compliments of David's makeshift flamethrower before being stuck in the side of its head by a cluster of large rocks.

"Hey, ain't cha' gonna play with us too Mr. Ugly?" Cody shouted before swiping a survival knife off the ground and twirling it mischievously.

The Nemesis B.O.W. now turned its attention towards the convict while still dragging Frank along by the ankle, yet creating an opening for Chuck to pull out a combo weapon he called the 'Defiler' and using it to sever the monster's tentacle, finally freeing up the overzealous journalist.

"Oh, there's so going to be payback for that!" Frank declared as he pulled out one of his tools of survival, a mighty fire axe and leaping high into the air to strike the brute from behind, which would soon turn into a team combo as Cody charged for with his 'Ruffian Kick' and then followed up with a series of stabs from his knife before David leapt in to strike the monster with a crude hammer he fashioned from an iron pipe, a piece of concrete and some vinyl tape, finally knocking their attacker from his feet.

The monster didn't stay down for long, shooting a tentacle out and lifting Cody from his feet, sending the former hero flying backwards into an open dumpster. David would attempt to avenge his companion's attack with another swipe of his crude hammer, but the Nemesis could hear him coming and delivered a vicious backhand which sent the plumber skidding backwards across the pavement.

"Hey Smiley, why don't you suck on this?" Chuck called out withdrawing a gas tank covered in nails, which he called an 'I.E.D.,' and tossing it high into the air before withdrawing a pump-action shotgun and pulling the trigger, sending a cluster of nails flying into the monster's face. With his enemy stunned, the former motocross champion then pulled on a pair of flaming boxing gloves and ran over to deliver a combo of scorching punches before finishing with a 'Dragon Punch.'

Yet somehow, the monster once again recovered quickly and snatched Chuck out of the air before he could land, tossing him into the oncoming Frank West.

With the four puny humans dealt with the Nemesis turned its attention to the quivering defense attorney, who now looked to be on the verge of wetting himself.

"Hey, you just stay right where you are!" Phoenix shouted to the B.O.W., who ignored his demands and slowly stalked towards him with long confident strides, the earth shaking beneath every footfall.

"S.T.A.R.S." the mutant again muttered, its fingers flexing in anticipation of crushing yet another human's skull.

"I'm warning you! Don't come any closer!" Phoenix shouted defiantly pointing his finger towards the approaching abomination.

"Alright, you're really asking for it now!" the ace attorney shouted before taking a deep breath and summoning all of his strength.

"OBJECTION!" he hollered, his powerful vocal cords producing a shockwave which managed to knock the brute back a few steps, but again the monster continued forth undeterred, a fresh tentacle sprouting from its hand.

"Okay, this seriously is not good!" Phoenix yelped as the giant enveloped him within its shadow.

"HADOKEN!" a new voice called out and the Nemesis was knocked forward by a blue basketball-sized projectile fired into its back, forcing Phoenix to leap out of the way before he could be flattened.

"TATSUMAKI SENPUKYAKU!" the voice announced and Phoenix watched as a scarlet whirlwind flew towards the one-eyed behemoth, striking it repeatedly in the face.

The blur lowered itself to the ground, revealed to be a young man with shaggy blond hair that fell to the bottom of his neck.

"You wanna play with somebody? Play with me!" the warrior shouted before he was forced to roll beneath an attempted swipe from the brute's rocket launcher.

"HADOKEN!" the man repeated as he launched another fireball into the B.O.W.'s backside, "That's right, it's playtime freak!"

"Oh my god, thank you so much," Phoenix shouted to his savior.

"Hey, don't thank me yet!" the red-clad man shouted as the brute raised its rocket launcher and prepared to fire, only to be knocked off course as a miniature cyclone struck it from behind.

"I ain't dead yet freakazoid!" Cody shouted his striped jumper covered from top to bottom in filth. The fallen hero cracked his neck back into place before looking over to the new challenger, "Well I'll be damned! Ken Masters, what brings you to these parts?"

"I would be asking you the same thing Cody…if there wasn't some eight foot tall freak trying to kill us!" Ken shouted before leaping backward to dodge and downward punch aimed at his noggin.

"Right on it," Cody shouted back before powering himself up and charging towards the Nemesis with a flurry of punches before exclaiming "Jackpot!" and delivering a final uppercut which launched a much larger cyclone which took the monstrosity from its feet, a super combo he called the 'Final Destruction.'

"My turn," Ken shouted before charging up his energy and propelling himself into the air with his extended fist ablaze.

"SHORYUU-REPPA!" he echoed through the war torn streets, netting three Dragon Punches in succession upon the brute, launching it even higher.

The massive monster fell back to earth in a massive explosion of dirt and concrete, a crater left where it had landed.

Cody and Ken looked over to see Phoenix Wright wiping a sheen of sweat away from his brow and then over to see Frank, Chuck and David had all risen back to their feet and were cautiously approaching the new opening leading to the sewers below.

"Do you think it's dead?" Phoenix nervously asked staring down into the darkness.

"I don't know, but I'm not hanging around to find out," Ken replied.

"Heh, me neither," Frank added.

"We should find a safer place…if there are left," Chuck said motioning towards a nearby alley.

With a collective nod the six men began their search.

XXXXXXXXXXXXXXXXX

"Damn it! Not again!" Mike Haggar groaned as yet another one of his campaign billboards had been set on fire by vandals, "That's the third one this week!"

"There's always going to be meanies out there up to no good," the catwoman riding on his shoulders called Felicia spoke up as he pulled out his sport coat and attempted to fan the flames.

"Don't I know that already? I've already been mayor of one of the toughest cities on the earth," the former wrestler grunted as he whipped his sport coat towards the burning billboard, while the catwoman tried blowing the flames out. He knew deep down it was a lost cause.

"Wait, do you hear that Mr. Haggar?" Felicia asked, her feline ears wagging.

The ex-mayor stopped what he was doing and looked over his shoulder, hearing what he swore could have been a jet motor, and it was heading straight in their direction.

Squinting his eyes he saw what almost looked like a person, a very _large_ person flying towards them, accompanied by two more of its kind.

"This doesn't look very good sir," Felicia blurted out as the trio of figures landed before them, revealing themselves to be three large robots.

_"Surrender at once, or we will be forced to use lethal force," _spoke the lead Sentinel.

"Ha! Fat chance of that you walking tin can!" Haggar chuckled and in an amazing show of strength, ripped the billboard from its supports, "I can always have another one put up," he spoke of his advertisement before chucking it towards the lead robot, which raised its hand and fired a laser beam from its palm which incinerated the incoming projectile.

"Okay, I don't think that worked very well," Felicia said going into a fighting stance.

"Then we go to Plan B!" Haggar replied reaching down to pick up a discarded steel pipe that was hidden beneath an overturned trashcan.

_"Loading battle protocols. Engaging hostile targets," _the Sentinel said before launching its fist towards Felicia, who managed to leap onto the projectile while it was still airborne and propelled herself from it to execute her 'Delta Kick' straight to the robotic hunter's head.

"Heh, this isn't the first handicapped match I've been involved in," Haggar spoke as the two other Sentinels stood tall over him, "and from the looks of things it sure won't be the last."

The former world champion managed to duck underneath a chainsaw built into the robot's arm and swung away with his steel pipe, sending the whirring blade into its 'colleague' and slicing off the other robot's leg beneath its kneecap.

As the damaged robot fell, the muscular wrestler began spinning his body with his arms extended for his trademark 'Double Lariat' attack, his fists chipping away at the robot's armor until he had completely obliterated its face.

"You're next!" Haggar proclaimed launching himself towards the other robot for a picture perfect dropkick that sent machine stumbling backwards before delivering an axe handle blow and finishing with a head butt that left the mechanized hunter collapsing into the building behind it.

"Ow…that's going to be the last time I do that," the ex-mayor said rubbing his sore head as he looked up to see Felicia using her claws to tear away at the exposed wires inside the last Sentinel's head, slashing away until the robot's yellow eyes dimmed and it fell forward into a nearby movie theater.

"Okay, that's not exactly what I meant to do," the catwoman nervously laughed as she noted the property damage caused by her efforts.

"Wasn't much of a challenge, I didn't even break a sweat!" Haggar laughed, only to find himself eating his words a second later as more Sentinels hovered above them and one landed right before the former mayor.

"Get down!" a voice called out from behind.

Doing as he was told, the former wrestler hit the deck and listened as a loud roar came from above. Tilting his head upward he watched as a ruby red laser beam tore through the robot standing before him.

Haggar and Felicia turned to see a brown-haired man in a blue and gold bodysuit with a ruby quartz visor over his eyes standing before them, flanked from both sides by several individuals, one who looked to be a man made entirely of ice, another a towering steel-skinned brute in a red and gold uniform, a brown-haired man in a trench coat with a staff in one hand and deck of playing cards in the other, an ape-like figure covered in blue fur, a shapely purple-haired woman in a black one-piece suit whose right fist was surrounded by a pink dagger-shaped aura, another shapely woman in a green and gold form hugging bodysuit and leather jacket whose featured brunette hair had a prominent white streak in it, a strawberry blond-haired man in a green and yellow bodysuit with a harness beneath his arms and lastly, a blue-skinned man with metallic eagle-like wings.

"Wow nice costumes, is there some kind of Broadway production going on that I wasn't told about?" Felicia asked sizing up the diverse group of individuals.

"Thanks for the help kid," Haggar spoke, only to be cut off as another Sentinel flew overhead.

"Don't be thanking me yet," Cyclops shouted back before motioning to his colleagues, "X-Men move out!"

"Never thought you'd say," the steel-skinned brute known as Colossus chuckled, in a thick accent that reminded Haggar much of his famed Russian rival 'The Red Cyclone' Zangief, before delivering a charging shoulder tackle that would bowl over three of the Sentinels like they were oversized bowling pins.

"Time for a workout," the purple-haired woman Psylocke said channeling her chi so the psychic dagger grew even larger and she charged towards one of the Sentinels, taking out its leg beneath the kneecap before she leapt towards a nearby wall and propelled herself off of it, executing another 'Psy-Blade' attack that took out its left arm beneath the elbow joint, cutting through it like a buzz saw, before leaping in front of its face and drawing her katana, thrusting the blade through the robotic hunter's left eye.

"Man, they make you things dumber and dumber," the man of ice, aptly codenamed Iceman, laughed as one of the metallic behemoths trudged towards him, right into the trail of ice he had created beneath its feet, causing it to lose balance and land hard on its back, leaving it open for the ape-like man, Beast, to leap high into the air and then come crashing down into its face.

"It would still not be wise to underestimate an old adversary Bobby," Beast replied before leaping high into the air to avoid a laser beam directed at his chest and performing a forward flip that took him back to the ground. As the Sentinel raised one of its feet in an attempt to stomp him into a mud puddle, the blue-furred man brought both of his fists down onto the ground and created a shockwave which caused it to lose its balance and into the waiting hands of Colossus, who tore its head from its shoulders with little to no effort.

"Aw c'mon Hank, you gotta lighten up every now and then," Iceman chuckled as another Sentinel approached him and extended its fist downward, only to find itself shattering a perfect duplicate the cryokinetic hero had crafted of himself.

"Hey! I'm over here!" Iceman called out to the Sentinel before crafting another life-sized ice sculpture of himself, which was shattered by a punch from the robot's wrecking ball-like fist. "No, over here silly!" he shouted before forming another duplicate, which would befall the same fate as the one before it. "Man, you sure are slow today!" he taunted forming a third sculpture, and then another and so forth until the Sentinel was surrounding and firing its lasers wildly in a desperate attempt to take out its mutant challenger before Iceman finally grew bored and assailed the hunter with a flurry of razor sharp icicles.

Utilizing his superior agility, Beast leapt into the air and gripped onto the nearest streetlight, spinning his entire body around and launching himself forward to plant a dropkick square into the chest of a Sentinel he saw closing in on the catwoman Felicia. With no time to rest, he tucked his body into a ball and launched himself towards another Sentinel, striking it head on where its arm connected to the rest of its body and throwing off its aim as it attempted to incinerate its intended target.

"Wow that totally looks like something Blanka would do!" Felicia cried out excitedly.

"I'm afraid I do not know what a 'Blanka' is, but I do say it sounds quite intriguing," Beast replied in the well-cultured tone of an intellectual, a stark contrast to his bestial appearance, before he and Felicia were forced to leap out of the way to avoid an explosive fist launched in their direction.

Breathing deeply, Mike Haggar leapt high into the air, only to come crashing back down with the force of a meteorite and landing chest first on top of a Sentinel's head, flattening it like a car in a compactor.

"You're all a bunch of amateurs!" the former professional wrestler taunted to the fallen robot before landing on his feet and finding himself stuck between both Cyclops and the trench coat wearing thief known as Gambit.

"OPTIC BLAST" Cyclops cried launching a red laser beam from his eyes towards another approaching Sentinel, decapitating it and following up with another blast that obliterated its head, saving the fleeing mother and child that would have been crushed by it.

"That's a nice gimmick you got yourself there kid. You could really do some good in the ring with those fancy tricks," Haggar complimented with a hearty chuckle.

"I'm afraid it's not a gimmick sir," Cyclops replied before launching another optic blast towards a Sentinel that was about to sneak up on his airborne colleague Banshee.

Gambit meanwhile was chucking kinetically charged playing cards towards the oncoming robots at a manic pace while simultaneously deflecting projectiles and debris with his staff. When there was an opening he looked over and saw the steel pipe in Haggar's hands.

"Pardon me mon ami, but I'm gonna need to be borrowing that for a second," the thief said snatching the pipe from the former mayor's grasp and before he could say anything, was already charging it full of kinetic energy and launched it like a javelin towards another incoming Sentinel, destroying both it and another robot about to land behind it in one huge explosion.

"Normally I would've pile driven your ass into the ground for that, but for once I'll let it slide," Haggar replied with a sharp glare towards the Cajun, who seemed unaware and was reaching into his pocket for another deck of playing cards.

An ear-piercing scream shattered an airborne Sentinel into a million pieces compliments of the Irish-born X-Man known as Banshee.

"How are you holding up over there?" he shouted to his fellow airborne colleagues Rogue and Angel.

"Well aside from the fact that there are a bunch of giant robots out to kill us, I'd say just fine," Angel shouted back, flapping his wings and launching a volley of razor sharp projectiles towards one of the incoming robot hunters, striking it in several vital areas that sent it crashing back to earth.

_"Target in sight, preparing to strike," _a Sentinel called out as it targeted the airborne woman before it.

"Now, now suga' ain't cha' mama ever taught ya' that ain't no way to be treatin' a lady?" Rogue called out in her thick Southern accent before charging straight towards the robot, narrowly avoiding its grasp, and then getting behind it to grab it by one of its ankles and begin spinning herself and the robot along with her.

"Now I'm gonna show ya' a move Colossus taught me!" the southern belle grunted under exertion as she now spun her body with near tornado force speed, "Boys, ya' might wanna look out!"

Doing as they were told, Angel and Banshee quickly got out of the way and with a mighty 'oomph,' Rogue released the bot from her grasp and sent it flying, only to be cut down by a carefully timed optic blast from Cyclops down below.

"You think that's the last of them?" Iceman shouted after freezing a Sentinel whole and letting it fall to the ground to shatter into a million pieces.

Cyclops looked around and was about to reply when his eyes were suddenly diverted towards the sky.

"I think not…"

XXXXXXXXXXXXXXXXX

"Get back here ya' little pipsqueak!" Rhino called out charging after his much smaller prey, who used his amazing speed to scale a brick wall which he would soon find himself plowing through.

"BUSHIN SENPUKYAKU!" the red-clad ninja cried out, catching him by surprise with a multi-hit tornado kick, yet it had done little damage and only served to further anger the heavily-armored villain.

Guy exhaled deeply and collapsed to a knee, heavily winded from his battle with the rhino-like deviant, one who had been tougher than any of the Mad Gear bosses he had ever faced, yet probably not as tough as Bison.

Still, the Bushin-ryu master could only ask himself the same question over and over again.

_"How did I get here?"_

The last thing he recalled was being challenged to a fight by his future sister-in-law Maki beneath an overpass in Metro City, the young woman challenging him for the title of Bushin Master, and then there was a flash of light.

Next thing he knew, he was in New York City (judging by him spotting the iconic Statue of Liberty from a distance), yet at the same time it seemed totally different from what he remembered from previous ventures.

He had found the entire city enveloped in chaos, where the villain called 'Rhino' was using the ensuing anarchy to take advantage of the lack of police presence and carry out a bank robbery, only to be halted by the attempts of the red-clad ninja. Needless to say he wasn't very thrilled by Guy's vigilantism and had pursued him in a deadly game of cat and mouse which had already stretched more than a block and had now taken them to the rooftop of a nearby skyscraper.

"Come out, come out wherever you are!" Rhino shouted stalking along the rooftop, where his adversary currently hid in the shadows.

_"This…man isn't going to stop unless I do something, but what?" _Guy asked himself as he heard the brute's thunderous footfalls drawing nearer.

"Oh little pig, little pig, come let me in or I'm gonna huff, I'm gonna puff and I'm gonna gore your sorry ass!" Rhino shouted brushing his foot against the ground in anticipation of the charge to follow as he walked down an area lined with generators, "Ya' can't hide forever chump! I'm gonna find ya' one way or another!"

The ninja was left with few options and made himself known, "Then why should I keep you any longer? HOZANTO!" Guy called out delivering a charging turning elbow strike that caught the man beast by surprise, but didn't take him from his feet.

"Heh, that tickles!" Rhino laughed before drawing his head back and charging forward with his horn extended.

Having faced off against a hardheaded British street punk in the past who was known for using a similar maneuver, Guy leapt over the attack and propelled himself off of the empowered human's shoulders, sending the man flying into a nearby wall and getting his horn stuck.

Seeing his opponent stuck in the wall, Guy decided to make his next move and charged towards the 'man,' only to find himself suddenly grabbed by the scruff with his feet moving on thin air.

"And people say that I'm stupid, well look who's laughing now!" Rhino laughed harshly before twirling his arm and sending the ninja flying off the side of the building.

_"No! Not like this! Not like this damn it!" _Guy thought to himself as he plummeted to his doom, his life flashing before his eyes…scrapping on the streets as an orphan, training under Master Zeku, his first meeting with his soon-to-be best friend Cody Travers, fighting alongside Cody and Haggar to clean up the streets of Metro City…and then his first meeting with the love of his life…Rena.

_"Rena," _he thought to himself, a solitary tear creeping from the corner of his eye as he awaited the sweet embrace of nothingness, his fate sealed.

And then all sensation returned to his body as he felt an arm wrapping around him.

"You don't fit the description of a typical damsel-in-distress, but nice to meet you anyway!" a voice called out from next to him.

Guy shot his eyes open to see himself clenched by a figure in a strange red and blue costume, a spider web-like design covering the red portions of his garments, a man underneath the outfit judging by the voice he heard. His eyes widened as he noticed a thin line was all that held them up, no harnesses or anything.

Whoever this figure was he had just saved his life.

"Thank you friend," the ninja muttered as they swung along the skyscraper.

"'Friend?' You mean to tell me you don't know who I am?" the masked man asked in a mock hurt tone.

"Should I?" Guy asked.

"Yeah," the man replied as they landed atop a water tower, "I'm your friendly neighborhood Spiderman!"

There was a loud crash from below and the water tower was rocked from its foundations, sending both men leaping into the air.

"Hey, you pipsqueaks forgot about me!" Rhino shouted, having just gored his way through the tower's wooden support beams, "Aw, well looky, looky! It's the Spider Twerp, long time no see ol' buddy, ol' pal!" the behemoth called out in a mock jovial tone.

"Yeah, I'm happy to see you too big guy," Spiderman sarcastically called out as he clung to the side of a transmission tower, "Then again, this wouldn't be my first time whooping your ass!"

The man beast growled and charged towards the tower, his masked adversary flipping gracefully over his attempted charge and catching himself against the side of a building, clinging to its side as a spider would.

"You're always too slow! When will you learn some new tricks? Seriously man, you're boring me here!" Spiderman shouted before gesturing towards his old enemy and launching a web ball straight into his face and blinding him.

"I'll get you for this Spiderman! I'll get you!" Rhino roared as he clawed away at the webbing blinding him, until a sharp kick to the back of the head sent him staggering forth into an electrical box and sending thousands of volts of energy through his armored body.

"Wow, pretty sharp move you've got there buddy!" Spiderman said leaping in front of him and pulling out a camera, using a strand of webbing to hang it from a portion of the warped tower, "Hold that pose Rhino!" he said getting in front of the camera and giving the 'thumbs up' gesture, "Aren't you going to join me? I mean, you did do a majority of the work there!"

Before Guy could shout "Look out," Spiderman felt the tingle of his 'spider sense' and was flipping out of the way as the rejuvenated Rhino had pushed himself back to his feet and attempted to gore him from behind.

"Don't worry about our tall, dark and ugly friend here," Spiderman shouted to Guy, "He can be quite stubborn sometimes," the web-slinging hero added before shooting a line of webbing towards the man beast before he could switch his attention to Guy.

"WEB THROW!" he called out before hefting a seemingly immovable mountain of muscle into the air and spinning him several times before letting him go and sending him flying into the side of a nearby building, sending brick and mortar raining down onto him.

"Gah! This ain't over yet!" Rhino said pushing himself back to his feet, only to stumble right into another one of the web head hero's attacks.

"SPIDER STING!" he announced, executing a flying uppercut attack that reminded Guy of Ryu and Ken's famed 'Dragon Punch.'

The attack did little to slow Rhino and he merely grimaced as it struck his chin. He attempted a clubbing blow directed at his smaller opponent's face, but Spiderman utilized his superior speed and agility to slide through the armored man beast's legs and delivered a graceful dropkick to the back of his head, straight into another Bushin Senpu-Kyaku compliments of Guy.

"I don't exactly do that fancy spinning thing you do, but I can do this," Spiderman spoke executing an airborne spinning kick of his own before following up with a move he called the 'Spider Bite.'

"Gah! You can't do this forever!" Rhino growled as he went for another charging punch directed at Guy, who would flip over the attack and then launch himself off a nearby wall to deliver a hard flying kick to the back of his opponent's head, "As soon as I get you and your boyfriend you're both gonna be history and they'll be making action figures of me!"

"Really?" Spiderman mockingly asked before back flipping to avoid another charging punch, "When do they come out? I've always wanted one of my own! Then I can get a dog and that can be his new chew toy!" he laughed.

The wisecracks only served to make Rhino angrier and angrier to the point where he was picking up speed with his charging attacks. Despite the predictability of his pattern of attack, he was still becoming a greater threat to his two much smaller opponents and both men knew they would have to stop him fast before he could risk bringing the entire building down around them.

Spiderman used his 'spider sense' to avoid another attack from the charging man beast and then shot a web line into the air and swung towards him, delivering a hard kick that caught the brute in the face, followed up by Guy charging towards him and then rolling along the ground with his leg extended for a move he called 'Kage Sukui' (Shadow Sweep), which took out the behemoth's leg and left him on one knee. Sensing the man beast's vulnerability Spiderman decided to go for one of his more powerful attacks.

"MAXIMUM SPIDER!" he cried out delivering several flying kicks before ensnaring them in a series of webs and then finishing with one final powerful foot stomp to send the man crashing down.

Unfortunately for Rhino, the super attack would leave him open to receive an even more powerful attack.

"BUSHIN MUSO RENGE!" the ninja called out and there was a blinding flash of light as Guy charged the altered human, delivering a pummeling barrage of punches and kicks that left Spiderman only able to see his silhouette in between flashes before there was a final deafening explosion as everything went black and Rhino's final screams of pain were heard.

"Nothing personal," Guy muttered as he stood over the fallen man beast.

"Wow…just wow…" was all Spiderman could say before pulling out his camera and attaching it to a string of webbing, "Hold that pose!" he shouted, thinking of how the red-clad ninja looked so badass standing over the fallen Rhino and looking away in the distance giving some kind of weird salute.

"Hold up, gotta get one more for J.J.!" the web-headed hero said leaping in front of the camera and delivering a 'thumbs up' while his mysterious new ally continued looking away, "Okay, perfect!"

A thunderous explosion diverted both men's attention and they turned to see a massive fire in the western sky along with the massive portal forming over it.

"Okay, now that definitely is not good!" Spiderman said wide-eyed beneath his mask.

"Whatever it is, we must stop it at once," Guy said before bolting off in the nearest direction, leaping high into the air and running along a steel girder still hanging from a nearby crane.

"Hey, hold up Shinobi!" Spiderman shouted launching one of his web lines out and swinging in pursuit of the red-clad ninja, _"Man, I need to learn a few pointers from this fella, save myself a fortune in web cartridges."_

XXXXXXXXXXXXXXXXX

In another flash of blinding light, Mega Man X found himself again falling from the sky and striking a steel surface with a loud thud.

"Ah! What gives?" the maverick hunter grunted as he slowly pushed himself back to his feet and adjusted his helmet, "Not exactly five star travel arrangements," he muttered looking around, finding himself to be somewhere in the nighttime sky judging by all the clouds surrounding him and the closeness of the moon…and the pillars of smoke told him there was a fire in the distance!

"I've gotta get off here," he blurted out just as his foot brushed against something metallic and when he looked down his eyes grew as wide as saucers.

"Zero!" he shouted kneeling down to inspect his long lost friend, whose red and white armor was heavily dented and his long blond ponytail heavily streaked with traces of grease, his Z Saber lying at his side.

"Ugh…what gives…" the android groggily slurred until his blue eyes caught sight of his best friend, "X! Boy am I glad to see you!' he said eagerly accepting his longtime partner's hand and allowing himself to be pulled back to his feet, "Where are we?"

"I have no clue," Mega Man X said returning his attention to their surroundings, "but whatever's going on here it's nothing good!"

"What's not good is you running off on me like that again!" a girlish voice called out from behind and the Maverick Hunters turned to find a big-faced young woman with large green eyes and dark brown hair behind them who was piloting a green bipedal robotic tank.

"Wait a minute; you're not Mega Man Volnutt!" Tron Bonne shouted in disbelief.

"Who?" both androids asked in unison already, feeling uncomfortable in the strangely animated young woman's presence, "Is she a Maverick?" X asked.

"I've seen her before, but I don't know," Zero whispered back, just as there was another crash of lightning.

"What the-" the trio called out in unison as two more characters familiar to Mega Man X suddenly appeared, Captain Commando and Hayato Kanzaki.

"I don't think we're in Kansas anymore," Captain Commando said trying to shake the cobwebs out of his head, while Hayato looked at him in confusion.

"Gah! Where am I?" a new voice called out.

The group looked to find a small man struggling back to his feet, clad in strange red uniform with a white scarf wrapped around his neck and a helmet crafted specifically for his enlarged head with a visor over his eyes and a strange v-shaped decoration on the front.

"Viewtiful Joe?" Zero asked.

"At your service," the wisecracking teenaged hero replied with a proud salute before taking in his surroundings, "Uh, wait where am I again?"

"Your death!" a gravelly voice called out.

"Incoming!" Captain Commando shouted as a wrecked helicopter was tossed in their direction, both him and X standing side by side to ready their blasters when a large hand reached out and caught the copter in midair and crushed it to pieces.

"Hey guys thought you could use a hand! Heh heh!" a familiar voice called out before laughing at its own joke.

The group of six turned to find a large red and white robot flying alongside the helicarrier which they stood, holding the wrecked chopper in its massive hand before crushing it like a tin can.

"Well I'll be!" Captain Commando said throwing a thumbs up when he could see the pilot in the cockpit, who happened to be none other than his longtime ally Jin Saotome.

"You got lucky that time, but lightning doesn't strike twice!' a voice called out, belonging to that of the Kl'rt the Super-Skrull, forming his fist into a rock-like appendage similar to that of Benjamin Grimm's.

"Foolish whelps, prepare to fall!" Dr. Doom said suddenly materializing on his throne and rising to his feet ready for combat, joined by the symbiote Carnage and the demonic swordsman Vergil.

"Get ready!" Captain Commando ordered his allies getting into his combative stance until an authoritative voice called out.

"AVENGERS ASSEMBLE!"

"Blast, them again!" Dr. Doom growled turning to face the new group arriving on the scene via their Quinjet.

"You've gone far enough Doom," called out a tall, muscular masked man in a red, white and blue outfit patterned after the American flag with his iconic shield in hand, "Surrender is your only option!"

"Captain America, what a pleasant surprise!" the Latverian dictator called out in mock enthusiasm.

"You must be blind Victor my boy, because he didn't come alone!" Hawkeye shouted emerging from behind Cap with his trademark bow and arrow in hand.

The duo would soon be joined by She-Hulk, Scarlet Witch, Luke Cage, Black Knight and Daredevil.

"Great! Now we have more than one flavor to choose from!" Carnage laughed maniacally forming his left hand into an axe and the other into a sickle.

"Heh, you're gonna have to work for this meal freak show!" Hawkeye said readying an arrow just as his longtime ally Ant Man perched on his shoulder.

"Looks like I'll at least get some decent competition for once," Vergil said sizing up the Black Knight, who stood undeterred with his Ebony Blade in hand.

"That's fine, I could use the exercise. Bring it on you Gothic reject!" the Black Knight shot back.

"Well Cap, we're waiting for your cue!" Luke Cage said cracking his knuckles, "You gonna give it to us, or not?"

Captain America looked over to his subordinate and nodded before raising his iconic shield into the air.

"AVENGERS ATTACK!"

XXXXXXXXXXXXXXXXXXX

Author's Note: Okay I hope this chapter has done more to satiate the readers' cravings for certain characters to show up!

Once again, this is for anybody keeping tally:

**Marvel**

Heroes:

The Punisher, Nightcrawler, Forge, Human Torch, the Thing, Ms. Marvel, Blade, Cyclops, Iceman, Colossus, Gambit, Beast, Psylocke, Rogue, Banshee, Angel, Scarlet Witch, Luke Cage, Black Knight, Daredevil

Villains:

Apocalypse, Sabretooth, Toad, Omega Red, Carnage, Blackheart, Thanos, Juggernaut, Green Goblin, Mandarin, Winter Soldier, Sandman

**Capcom**

Heroes:

Samanosuke Akechi, Tessa, Regina, Leon Kennedy, Jon Talbain, Mega Man X, Jin Saotome, Captain Commando, Hayato Kanzaki, Batsu Ichimonji, Dan Hibiki, Akira Kazama, Yun Lee, Alex, Cody Travers, David King, Chuck Greene, Ken Masters, Guy

Villains:

Bison, Demitri Maximoff, Dr. Wily, Urien, Vega, Vile, B.B. Hood, Hauzer, Rolento Schugerg, Jedah Dohma, Anakaris, Lord Raptor

Well I hope I've got everything covered in that regard and until then all you can do is keep the reviews coming! This is Metal Harbinger saying SPREAD THE SICKNESS, ONE MIND AT A TIME! \m/


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